Saurashtra Cement Limited — Annual Report 2021

Aug 21, 2021

Ref: B/SCL/SE/SS/41/2021-22 August 21, 2021

Corporate Relationship Manager, BSE Limited, 1 st Floor, New Trading Ring, Rotunda Bldg, P.J.Tower, Dalal Street, Mumbai 400001.

Scrip Code: 502175

Dear Sir/Madam,

Sub.: Annual Report for the year 2020-21 under Regulation 34(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations')

This is to inform you that the 63rd Annual General Meeting ('AGM') of the Company will be held on Tuesday, September 21, 2021 at 2.30 p.m. (IST) via two-way Video Conference / Other Audio Visual Means only, in accordance with the General Circular issued by the Ministry of Corporate Affairs dated January 13, 2021 read with General Circulars dated April 8, 2020, April 13, 2020 and May 5, 2020 and SEBI Circular dated May 12, 2020 and January 15, 2021.

Pursuant to Regulation 34(1) of the Listing Regulations, please find enclosed herewith Annual Report for the Financial Year 2020-21 of the Company, which is being sent through electronic mode only to those Members whose e-mail addresses are registered with the Company/Registrar and Transfer Agent/ Depositories.

The same is also available on the website of the Company at http://scl.mehtagroup.com/investors/annual-report-2020-2021.

This is for your information and records.

Thanking you,

Yours faithfully, For Saurashtra Cement Limited Sonali Sanas Digitally signed by Sonali Sanas Date: 2021.08.21 15:36:40 +05'30'

Sonali Sanas President (CS, Legal & Strategy)

Encl: as above

63rd Annual Report 2020-21

Saurashtra Cement Limited

Saurashtra Cement Limited Registered Office & Works Near Railway Station, Ranavav 360 560, Gujarat. Tel: 02801-234200 Fax: 02801-234376 CIN:L26941GJ1956PLC000840

Contents

A. Statutory Reports

Annexure

• 1. Management Discussion and Analysis Report (Annexure A) 14

• B. Financial Statements

• II Standalone
• 1. Independent Auditors' Report on Standalone Financial Statements 65

• III Consolidated

• 1. Independent Auditors' Report on Consolidated Financial Statements 131

		Page Nos.
General Information		2
Statutory Reports
Board's Report		3
Annexure
Management Discussion and Analysis Report (Annexure A)		14
Corporate Governance Report (Annexure B)		19
Other Annexures (Annexure C to L)		46
Financial Statements
Standalone
Independent Auditors' Report on Standalone Financial Statements		65
Balance Sheet		76
Statement of Profit & Loss		77
Statement of Changes in Equity		78
Statement of Cash Flows		79-80
Notes forming part of Financial Statements		81
Consolidated
Independent Auditors' Report on Consolidated Financial Statements		131
Balance Sheet		140
Statement of Profit & Loss		141
Statement of Changes in Equity		142
Statement of Cash Flows		143-144
Notes forming part of Financial Statements		145
Form AOC-1		198
	Contents

GENERAL INFORMATION

Board of Directors

Mr. M. N. Mehta Chairman

Mr. Jay M. Mehta Executive Vice Chairman Mr. Hemang D. Mehta Non-Executive Director

Mr. Hemnabh Khatau Non-Executive Director Mr. M. N. Rao Non-Executive Independent Director Mr. B. P. Deshmukh Non-Executive Independent Director

Mr. K. N. Bhandari Non-Executive Independent Director

Mr. Jayant N. Godbole Non-Executive Independent Director Mr. Bimal Thakkar Non-Executive Independent Director

Mrs. Bhagyam Ramani Non-Executive Independent Director

Mr. Ashwani Kumar Non-Executive Independent Director Mr. M. S. Gilotra Managing Director

Chief Financial Officer Mr. Rakesh H. Mehta

Sr. Vice President (Legal) & Company Secretary Ms. Sonali Sanas

Auditors M/s. Manubhai & Shah LLP Chartered Accountants

Registered Office & Works Near Railway Station, Ranavav 360 560 (Gujarat) Tel. 02801 - 234200 Fax: 02801 - 234376 CIN: L26941GJ1956PLC000840

Paint Division - Works

• (A) Plot No. E-6, M.I.D.C. Malegaon, Sinnar, Nashik 422103, Maharashtra.
• (B) Plot No. F-3/4/8/18/19/20, Industrial Area, Near JK Cement Factory, Gotan 342902, Nagaur, Rajasthan.
• (C) B/60-61, SIPCOT Industrial Estate, Gummidipoondi , Tiruvallur Chennai 601201, Tamil Nadu.

Registrars & Transfer Agent

M/s. Link Intime India Pvt Ltd (Unit: Saurashtra Cement Limited) C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai - 400 083 Tel. 022- 49186000, Fax : 022-49186060

Corporate Office

N. K. Mehta International House, 2nd Floor, 178, Backbay Reclamation, Mumbai 400 020. Tel. 022- 66365444, Fax : 022-66365445

Website

www.saurashtracementlimited.com www.snowcempaints.com

Bankers HDFC Bank Ltd. 63rd Annual Report 2020-2021 StAtutoRy RepoRtS

3

Board's report

to the Members

The Board of Directors take pleasure in presenting the Company's 63rd Board Report together with audited financial statements (standalone and consolidated) for the Financial Year ended March 31, 2021.

Financial results

The Company's financial results for the year ended March 31, 2021, are summarized below:

(` in million)

particulars	standalone		consolidated
	2020-21	2019-20	2020-21	2019-20
Revenue from Operation (Net of GST) and Other Income	6860.13	6165.93	6860.16	6165.90
Profit before Interest, Depreciation, Exceptional items and Tax	1269.68	1178.01	1268.78	1176.97
Finance Cost	43.74	46.76	43.74	46.76
Profit before Depreciation, Exceptional Items and Tax	1225.94	1131.25	1225.04	1130.21
Depreciation & Amortisation	200.36	196.82	200.36	196.82
Exceptional Items	-	(160.00)	-	(160.00)
Profit before Tax	1025.58	774.43	1024.68	773.39
Current Tax Expense	289.98	136.27	289.98	136.27
Deferred Tax Adjustment	11.79	72.06	11.79	72.06
Profit for the year	723.81	566.10	722.91	565.06
Total Other Comprehensive Income (net of tax)	38.74	(23.11)	38.74	(23.11)
Total Comprehensive Income	762.55	542.99	761.65	541.95
Retained Earnings – Opening Balance	2070.92	1656.73	2058.78	1645.63
Add/(Less)
Profit for the Year	723.81	566.10	722.91	565.06
Re-measurement of Defined Benefit Plans (Net of Tax)	(1.96)	(5.28)	(1.96)	(5.28)
Vested Employee Stock Options Lapsed	0.80	-	0.80	-
Less : Equity Dividend & Dividend Distribution Tax thereon	56.28	146.63	56.28	146.63
Retained Earnings – Closing Balance	2737.29	2070.92	2724.25	2058.78

perForMance HiGHliGHts

The Company's performance during the first half of FY 2020-21 was affected due to low demand on account of lockdown and restrictions imposed by the government authorities to control the spread of the COVID-19 pandemic. The restrictions were relaxed in a phased manner, which coupled with government spending on

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION AND CHANGE IN BUSINESS

No material change(s) and commitment(s) have occurred between the end of the Financial Year and the date of this Report, which has affected the Financial Statements of the Company with respect to the reporting year.

DIVIDEND

In view of the profitability and as an endeavor to share profits during better times in the business, the Board of Directors of your Company, during the Financial Year has declared interim dividend for the period ended 31st December 2020. The Board has declared and paid an interim dividend of 1/- per equity share of the face value of10/- each (@ 10 per cent) aggregating to ` 64.81 million (net of TDS) on 15.2.2021.

The Board of Directors of your Company have recommended a final dividend of 0.75 per share (7.5 per cent) on 7,00,47,733 equity shares of10/- each for the Financial Year ended 31st March 2021.

FINANCIAL STATEMENTS

The Audited Standalone and Consolidated Financial Statements of the Company which form a part of this Annual Report have been prepared pursuant to Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, in accordance with the provisions of the Companies Act, 2013 and Companies (Indian Accounting Standards) Rules, 2015 on Consolidated Financial Statements.

The Consolidated Net Profit/Loss of the Company is ` 722.92 million for the Financial Year ended 31st of March 2021.

SHARE CAPITAL

The paid up Equity Share Capital of the Company as on 31st March 2020 excluding the forfeited shares was 695.03 million and as on 31st March 2021 excluding the forfeited shares was 698.03 million.

The Authorised Share Capital of Parsec Enterprises Private Limited got consolidated / added up with the Authorised Share Capital of your Company with effect from 1st April 2020. Your Company filed a certified copy of the NCLT order dated 26th April 2021 with the Ministry of Corporate Affairs on 7th of May 2021(effective date). Hence, effective from 7th of May, 2021 and as on date, the total Authorised Share Capital of your Company is 229,60,00,000.00 (Rupees Two hundred twenty nine crores sixty lakhs only) divided into 22,96,00,000 (Twenty two crores ninety six lakhs only) equity shares of face value of10/- (Rupees Ten each only).

During the year, 2,99,926 Equity Shares of 10/- each were allotted to the employees in accordance with Employee Stock Option Scheme 2017. Further, in accordance with the NCLT approved scheme for amalgamation of Parsec Enterprises Private Limited with the company; 1,35,38,370 Equity shares is being issued and allotted to the shareholders of Parsec Enterprises Private Limited and the equity shares held by Parsec Enterprises Private Limited in the Company shall stand cancelled. The paid up capital of the Company as on date is 698.89 million.

EMPLOYEE STOCK OPTION SCHEME

The disclosure pursuant to the provisions of Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and Section 62(1) (b) of the Companies Act, 2013 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 is enclosed as Annexure C to this Report. Auditor's certificate on Employee Stock Option Plan in compliance with Regulations 13 of Securities and Exchange Board of India (Share Based Employees Benefits) Regulations, 2014 is enclosed as Annexure D to this Report.

infrastructure and rural demand for housing resulted in pick up in the construction activities. The demand for cement started picking up from October 2020 due to the return of migrant labourers post Diwali.

During the year under review:

• Clinker Production in FY 2020-21 was 1.22 Million tons, 4.2 per cent lower than the previous year.
• Cement Production in FY 2020-21 was 1.39 million tons, 8.1% higher than the previous year.
• Total cement and clinker dispatches in FY 2020-21 were 1.39 million tons 12.4% higher than the previous year.
• Total income for the year 2020-21 was 6860.13 million, 11% higher compared to6165.93 million in the previous year.
• Net profit before tax for the year 2020-21 was 1025.58 million compared to 774.43 million in FY 2019- 20.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report as required under Regulation 34 of the SEBI Listing Obligations and Disclosure Requirements Regulations 2015 forms part of this Report as Annexure A.

CORPORATE GOVERNANCE

Corporate Governance is the culture of your Company. At your Company the Corporate Governance is adhered to in letter and spirit. Pursuant to Schedule V of the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015, report on Corporate Governance along with Auditor's Certificate on its compliance is annexed separately to this report. A declaration by the Managing Director that Board and Senior Executives have complied with the Code of Conduct of the Company also forms a part of this Report as Annexure B.

RESTRUCTURING

Amalgamation:

Parsec Enterprises Private Limited, a promoter group company, got amalgamated with your Company as per the order of Hon'ble National Company Law Tribunal, Ahmedabad Bench dated 26th day of April, 2021. The effective date of the filing of the order with Ministry of Corporate Affairs is 7th May 2021. The appointed date is 1st April, 2020.

Paints and related Building Material Business:

Your Company had been exploring opportunities for growth / diversification in the building / finished materials space through a strategic tie up with an existing player or by acquiring a running business with adequate know how, assets and marketing networks. The Board of Directors of your Company at its meeting held on 30th of March 2021 approved the takeover of paint business of Snowcem Paints Private Limited, subject to and in accordance with the definitive agreements. The process of transfer, takeover and acquisition of the paint business of Snowcem Paints Private Limited, which commenced from 7th of April 2021 was completed by 30th of April 2021. Your Company's operations in the paint division commenced from 1st of May 2021.

Your Company has taken over all the brands, Trademarks and associated IPR of Snowcem Paints Private Limited in India and neighbouring countries like Bangladesh, Bhutan, Nepal, Pakistan and Vietnam through assignment of the brands, Trademarks and IPR along with the other manufacturing facilities. The manufacturing facilities for paints forming part of the acquired business are situated at Sinnar - Maharashtra, Gotan - Rajasthan and Gummidipoondi - Tamil Nadu.

Your Company will make available the Annual Accounts of the subsidiary company to any Member on their request and the same shall also be kept open for inspection by any Member at the registered office of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment of Directors

Nil

Reappointment of Directors

Mr. Jay Mehta was reappointed as Executive Vice Chairman for a period of 3 (three) years w.e.f. 01.01.2021 to 31.12.2023. The reappointment was approved by the shareholders at the 62nd Annual General Meeting held on 24th September 2020.

Mr. M. S. Gilotra was reappointed as Managing Director for a period of 3 (three) years w.e.f. 01.01.2021 to 31.12.2023. The reappointment was approved by the shareholders at the 62nd Annual General Meeting held on 24th September 2020.

Mr. Hemang D.Mehta was reappointed as Director of the Company at the 62nd Annual General Meeting held on 24th September, 2020 who was retiring by rotation.

In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Hemnabh R Khatau (DIN: 02390064), will retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. Brief resume of the Director seeking re-appointment along with other details as stipulated under Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed herewith as Annexure F. The Board recommends the re-appointment.

Cessation of Director

Nil

Appointment / Change in Other Key Managerial Personnel

During the year under review, there is no appointment / change in Key Managerial personnel.

INDEPENDENT DIRECTORS' DECLARATION

Your Company has received declarations from each of the Independent Directors that they meet the criteria of the independence prescribed under Section 149 read with Schedule IV of the Act and rules made there-under, as well as Regulation 25 & 26 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Based on the declarations received, the Board considered the independence of each of the Independent Directors in terms of above provisions and is of the view that they fulfill/meet the criteria of independence and are independent from the management.

Disclosure pertaining to disqualification of Directors:

In accordance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; a certificate has been received from M/s Ragini Chokshi & Co. Practicing Company Secretaries, that none of the Directors on the Board of the Company have been disqualified to act as Director. The same is annexed herewith as Annexure G.

DEPOSITS

During the year under review, your Company has not accepted/received any deposits falling within the ambit of Section 73 of the Act and not under the exceptions provided under Rule 2 of the Companies (Acceptance of Deposits) Rules, 2014.

RELATED PARTY TRANSACTIONS

All transactions entered into with the related parties are approved by the shareholders periodically and in accordance with the requirements of Section 188 of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Further, there is an omnibus approval taken from the Board of Directors and the Audit Committee on an annual basis and further as and when required. The other details as required under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 134 (3) of the Companies Act, 2013 are mentioned in the Corporate Governance Report.

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto is Annexed herewith at Annexure E in Form No. AOC-2.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 and under Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 are provided in Notes to the Standalone Financial Statements.

INTERNAL CONTROL SYSTEMS AND INTERNAL AUDIT

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The Company has adequate internal financial control mechanism in place. The management monitors and evaluates operating systems, accounting procedures and policies at all locations of the Company. Based on the report of Internal Auditors, the Audit Committee / Board initiates corrective action in respective areas and thereby strengthens the controls.

Your Company adheres to the policies and procedures for ensuring the orderly and efficient conduct of its business, including safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures.

INSURANCE

All the properties including buildings, plant, machinery and stocks have been adequately insured.

SUBSIDIARIES AND ASSOCIATE COMPANIES

Your Company has one subsidiary company; viz. Agrima Consultants International Limited. Section 136 of the Companies Act, 2013 has exempted the listed companies from attaching the financial statements of their Subsidiary Company to the Annual Report of the Company. In accordance with the proviso to sub-section (1) of Section 136; a copy of the audited annual accounts of Agrima Consultants International Limited is provided at the following link: http://scl.mehtagroup.com/subsidiary-companies/agrima-consultants-internationalltd-finance-reports

In accordance with Section 129(3) of the Companies Act, 2013 read with the rules made there under; a statement containing the salient features of the Financial Statements of the Company's Subsidiary is disclosed separately in this Annual Report under Form AOC 1.

of the Company to be held in 2022, subject to ratification of their appointment by the Members at every intervening Annual General Meeting held thereafter.

The requirement of seeking ratification by the Members for continuance of their appointment has been withdrawn consequent upon the changes made by the Companies (Amendment) Act, 2017 with effect from 7th May 2018. Hence, the resolution seeking ratification of the Members for their appointment is not being placed at the ensuing Annual General Meeting.

The Auditor's Report issued by M/s. Manubhai & Shah LLP, Chartered Accountants on the financial statements of the Company for FY 2020-21 to the Shareholders forms part of the Annual Report and does not contain any qualification.

SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT

Section 204 of the Companies Act, 2013, inter-alia requires every listed company to undertake a Secretarial Audit and shall annex with its Board's Report a Secretarial Audit Report given by a Company Secretary in practice in the prescribed form.

In line with the requirement of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read with Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s. Ragini Chokshi & Co, Practicing Company Secretaries were appointed by the Board of Directors as the Secretarial Auditors of the Company to carry out Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the Financial Year 2020-21. The report of the Secretarial Auditor in MR-3 is annexed as Annexure I to this report. The report does not contain any qualification, reservation nor adverse remarks. The Company is in compliance with the Secretarial Standards, specified by the Institute of Company Secretaries of India ('ICSI'). The Board of Directors of the Company on the recommendation of the Audit Committee appointed M/s Ragini Chokshi & Co., Practicing Company Secretaries as Secretarial Auditors of the Company for the Financial Year 2021-22.

COST AUDITORS AND COST AUDIT REPORT

Pursuant to Section 148 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, the Company has made and maintained the cost accounts and records for the year 2020-21. The Board of Directors on the recommendation of the Audit Committee appointed M/s. V. J. Talati & Co., Cost Accountants, as the Cost Auditors of the Company for the financial year 2020-21. The Cost Audit Report for the financial year ended 31st March, 2020 was filed with the Central Government on 24th September, 2020 vide SRN No. R59622431.

Further, the Board of Directors, on the recommendation of Audit Committee, has appointed M/s V. J.Talati & Co. as the Cost Auditors of the Company for the financial year 2021-22 and fixed their remuneration, subject to ratification by the shareholders at the ensuing AGM of the Company. M/s V. J.Talati & Co, have confirmed that their appointment is within the limits of the section 139 of the Companies Act, 2013, and have also certified that they are free from any disqualifications specified under Section 141 of the Companies Act, 2013. The Audit Committee has also received a certificate from the Cost Auditor certifying their independence and arm's length relationship with the Company. Necessary resolution seeking Members approval for ratification of remuneration payable to the Cost Auditor for FY 2021-22, is included in the notice convening the 63rd Annual General Meeting.

COST RECORDS

The Cost accounts and records as required to be maintained under Section 148(1) of Act are duly made and maintained by the Company.

Annual Evaluation by the Board of its own performance, its Committees and Individual Directors

In accordance with the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors has put in place a mechanism for evaluation of its performance, Committees and Individual Director. The evaluation process considers attendance of Directors at the Board and Committee meetings, participation at the meetings, domain knowledge in the Board Meeting, awareness and observation of Governance etc. Accordingly, evaluation sheet gets circulated to the Board and the Board carries out annual performance evaluation. The responses being received are evaluated by the Board.

MEETINGS OF THE BOARD AND COMMITTEES

During the year under review, six Board Meetings were held. These meetings were held on the 18th day of May 2020, 6th day of August 2020, 7th day of November 2020, 2nd day of February 2021, 9th day of February 2021 and 30th day of March 2021. The details of the number of meetings of the Board and various Committees of your Company are set out in the Corporate Governance Report, which forms part of this report.

SECRETARIAL STANDARDS

The Company has in place proper system to ensure compliance with the provisions of the applicable Secretarial Standards i.e. SS-1 and SS-2, issued by The Institute of Company Secretaries of India.

NOMINATION & REMUNERATION COMMITTEE AND POLICY

The Company has a Nomination & Remuneration Committee and has also adopted Nomination & Remuneration Charter and Remuneration/Compensation Policy. The constitution of the Committee along with the terms of reference to the Committee is set out in the Corporate Governance Report. The Nomination and Remuneration Charter and Compensation Policy is available at the following links: http://scl.mehtagroup.com/policy/nomination-and-remuneration-charter and http://scl.mehtagroup. com/policy/compensation-policy

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel), Rules, 2014 are annexed at Annexure H. There were 364 permanent employees of the Company as on 31st day of March 2021.

A statement showing names and other particulars of employees drawing remuneration in excess of the limits as set out in the Rule 5(2) and 5(3) and other details as required of the aforesaid Rules, forms part of this report. However, in terms of first proviso to Section 136(1) of the Act, the Annual Report and Accounts are being sent to the members and others entitled thereto, excluding the aforesaid information. The said information is available for inspection by Members at the Registered Office of the Company, during business hours on working days upto the date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such Member may write to the Company Secretary, whereupon a copy would be sent. Further, the details are also available on the Company's website: http://scl.mehtagroup.com/investors.

AUDITORS:

STATUTORY AUDITORS AND THEIR REPORT

M/s. Manubhai & Shah LLP, Chartered Accountants, (Firm Registration No. 106041W / W100136) were appointed as Statutory Auditors of the Company, at the 60th Annual General Meeting held on 14th August 2018 to hold office from the conclusion of the said Meeting till the conclusion of 64th Annual General Meeting

around. Your Company has undertaken projects in the area of promoting education, healthcare, environment sustainability, rural development etc. These projects are in accordance with Schedule VII of the Companies Act, 2013 and the Company's CSR policy.

Your Company has undertaken various CSR activities during the year under review and few to highlight are as under:-

• Promoting education and knowledge enhancement by running a school through Saurashtra Cement Educational Trust (Trust). The students are coming from nearby areas and are not necessarily children of the Employees of the Company. The Company continues to contribute to the Trust for the development of school and improvement of its infrastructure keeping in mind the safety of the students.
• Extra coaching classes have also been started with the aim of providing students full support in the areas where they can excel their future.
• Undertaking rural development projects such as desilting / deepening work carried out in Bilganga River between Hanumangh checkdam and Ashiyapat checkdam under the Sujalam Sufalam Jal Abhiyaan 2020 undertaken by the Government of Gujarat.
• Donation to PM Cares Fund to fight for COVID-19.

The Board of Directors, on the recommendation of the Corporate Social Responsibility Committee, formulated a revised Corporate Social Responsibility Policy for welfare of the society, which is in consonance with Section 135 of the Companies Act, 2013 on CSR and in accordance with CSR rules amended under the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021 notified by the Ministry of Corporate Affairs. The policy is available on the website of the Company at the following link: http://scl.mehtagroup.com/policy/csr-policy.

The constitution and functions of the Corporate Social Responsibility Committee is provided under the Corporate Governance Report.

The details of various CSR activities undertaken during Financial Year 2020-21 are discussed in detail in the Management Discussion and Analysis Report.

The annual report on CSR activities and expenditure required under Section 134 & 135 of the Companies Act, 2013 read with Rule 8 of the Companies Corporate Social Responsibility Policy Rules, 2014 and Rule 9 of the Companies (Account) Rules, 2014 are given in Annexure J of the Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant / material orders passed by the regulators, any court or tribunal impacting the going concern status of the Company and its operations in future.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134 (3) (c) of the Companies Act, 2013. (a) that in the preparation of the annual financial statements for the year ended 31st March 2021, the applicable accounting standards have been followed along with proper explanation relating to material

• departures; if any;
• (b) that the accounting policies as mentioned in Note No.1 (B) to the Financial statements have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit and loss of the Company for that period;

TAX AUDITORS

The Board of Directors, on the recommendation of the Audit Committee reappointed M/s Manubhai & Shah LLP, Chartered Accountants to carry out the Tax Audit for the Assessment Year 2021-22.

INTERNAL AUDITORS

During the year under review, M/s. Haribhakti & Co LLP, Chartered Accountants has acted as Internal Auditors of the Company. Audit observations of Internal Auditors and corrective actions thereto are periodically presented to the Audit Committee of the Board. The Board of Directors on the recommendation of the Audit Committee reappointed M/s Haribhakti & Co., LLP, Chartered Accountants, to carry out the Internal Audit of the Company for the Financial Year 2021-22.

REPORTING OF FRAUDS BY AUDITORS

During the year, neither the Statutory Auditors nor the Secretarial Auditors have reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Director's Report.

OTHERDISCLOSURESUNDERCOMPANIESACT, 2013 ANDSecurities and Exchange Board of India (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

AUDIT COMMITTEE

The Company has an Audit Committee and details of its constitution, terms of reference are set out in the Corporate Governance Report.

RISK MANAGEMENT

The Company has in place a robust risk management framework which identifies and evaluates business risks and opportunities. The Company recognizes that these risks need to be managed and mitigated to protect the interest of the shareholders and stakeholders, to achieve business objectives and enable sustainable growth. The risk management framework is aimed at effectively mitigating Company's various business and operational risks, through strategic actions. Risk management is embedded in critical business activities, functions and processes. The risks are reviewed for the change in the nature and extent of the major risks identified since the last assessment. It also provides control measures for risk and future action plans.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) is a broad concept that can take many forms depending on the company and industry. Through CSR programs, philanthropy, and volunteer efforts, businesses can benefit society while boosting their brands.

As important as CSR is for the community, it is equally valuable for a company. CSR activities can help forge a stronger bond between employees and corporations, boost morale and help both employees and employers feel more connected with the world around them.

The concept and ambit of CSR has exponentially increased in the recent past particularly during the outbreak of the novel coronavirus disease (COVID-19) which was declared as a pandemic by the World Health Organization (WHO). The number of people affected due to the virus and its resulting impact on CSR has transformed the outlook of businesses towards society all over the world.

Your Company has always laid emphasis on progress with social commitment. Your Company believes strongly in its core values of empowerment and betterment of not only the employees but also its communities

• Issue of equity shares with differential rights as to dividend, voting or otherwise.
• The Company does not have any scheme or provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.
• The Managing Director of the Company does not receive any remuneration or commission from its subsidiary company.
• No material fraud has been reported by the Auditors to the Audit Committee or the Board.
• There was no revision in the financial statements.
• There was no change in the nature of business.

GENERAL

Transfer of Shares

As notified under Regulation 40(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, except in case of transmission or transposition of securities, requests for effecting transfer of securities shall not be processed unless the securities are held in the dematerialized form with a depository.

Listing of Equity Shares

The Company's equity shares are listed on the BSE Limited . The Company has paid the listing fees for the Financial Year 2021-22.

Staff Relations

Industrial relations at our Factory and Offices have remained cordial.

Secretarial Standards

In accordance with SS-1, the Company has complied with all applicable secretarial standards.

Awards

During the year, your Company was awarded with the top winner in "Leadership of Occupational Health Practices" for the year 2019 & 2020 in the Cement Sector during 19th award ceremony of Greentech Foundation on 12th February 2021 at Mahabalipuram. This is one more feather added in the Company's crown after five awards won in this decade for Safety & Health.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation of the contribution made by the employees at all levels to the continued growth and prosperity of your Company.

The Board of Directors also wish to place on record their appreciation to the shareholders, dealers, distributors, consumers, banks and other financial institutions for their continued support.

For & on behalf of the Board of Directors

Jay Mehta	M. S. Gilotra
Executive Vice Chairman	Managing Director
(DIN: 00152072)	(DIN: 00152190)

Place: Mumbai Dated: 29th May, 2021

• (c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
• (d) that the annual financial statements have been prepared on a going concern basis;
• (e) that proper internal financial controls were laid down and that such internal financial controls were adequate and were operating effectively; and
• (f) that proper systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

OTHER INFORMATION

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under Section 134 (3) (m) of the Companies Act, 2013 are provided in Annexure K forming part of this Report.

Whistle Blower Policy/Vigil Mechanism

The Company has established a Vigil Mechanism / Whistle Blower Policy and the Directors and employees of the Company can approach the Audit Committee when they suspect or observe unethical practices, malpractices, non-compliances of company policies, etc. The Whistle Blower Policy has been posted on the website Company at the following link: http://scl.mehtagroup.com/policy/whistle-blower-policy

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has in place Internal Complaints Committee for redressal of grievances regarding sexual harassment received by the Committee. All employees are covered under this Policy. During the year under review, the Company has not received any complaints of sexual harassment. The Company has complied with all the applicable provisions of the said Act.

Extract of the Annual Return

Pursuant to Section 92(3) and Section 134(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, as amended from time to time, the Annual Return in Form MGT-9 is available on the website of the Company at the following link: http://scl.mehtagroup.com/share-holder-information/mgt-9

OTHER DISCLOSURES:

1. Secretarial Compliance Report

Your Company has received Secretarial Compliance Report for the year ended 31st March 2021 from M/s. Ragini Chokshi & Co., Practicing Company Secretaries, pursuant to Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is annexed hereto as Annexure L.

• 1. No disclosure or reporting is made in respect of the following items as required under the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as there were no transactions during the year under review:
• Details relating to deposits covered under Chapter V of the Companies Act, 2013.

The Paint business has been severely impacted due to lockdown and mobility restrictions to control the COVID 19 pandemic. Progressive relaxing of the restrictions is likely to result in increase in the paints consumption.

PERFORMANCE ANALYSIS

During the Financial Year ended 31st March 2021, your Company earned a net profit of Rs. 72.38 crores as against net profit of Rs. 56.61 crores in the previous Financial Year. The increase in profitability was mainly on account of stable price and demand.

Since cement is the core business of the Company, the majority of the revenue and profitability comes from the sale of different types of cement.

KEY FINANCIAL RATIOS

The details of significant changes in key financial ratios of the Company for the current Financial Year vis-àvis the previous Financial Year are given on the following Table:

Ratio	Current FY 2020-21	Previous FY 2019-20	Variance, %	Reason for Variance
Debtors Turnover (Days)	17.17	15.09	14%
Inventory Turnover – (Days)	42.16	53.58		-21% Higher Demand for Cement
Interest Coverage Ratio	80.17	44.87		79% Better profitability and liquidity resulting in lower utilization of over draft facility
Current Ratio	1.71	1.31		30% Increase in Fixed Deposits with Bank and decrease in Trade payables due to better profitability and liquidity
Debt Equity Ratio	N.A.	N.A.		- Not applicable
Operating Profit Margin (%)	18.85%	19.37%	-3%
Net Profit Margin (%)	10.74%	9.31%	15%	Impact of Exception item in previous year

The Return on Net Worth of the Company for the FY 2020-21 was 13.81% as against 12.52% in the Previous Financial Year. The reason for the change is the impact of Exceptional item in previous year.

RISK AND CONCERNS

Your Company is facing many of the risks as is faced by the majority of the Cement Manufacturers across India.

Some of the major risks faced by your company is as under :-

• Outbreak of second wave of COVID pandemic;
• Uncertainty due to various changes in the Mining Laws;
• High Energy costs;
• High rate of taxation on the industry in terms of 28 per cent GST, Royalty plus DDT etc. on limestone;
• Addition of New capacities likely to result in a supply overhang;
• Intense competition / Pressure on prices;

Annexure A

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

CEMENT INDUSTRY AND OUTLOOK

The National Statistics Office, Government of India, has estimated contraction in India's GDP by about 8 to 8.5 per cent in FY 2020-21, mainly on account of the Covid pandemic. The pandemic continues to create havoc across the country with mobility and activity restrictions being imposed from time to time. The per capita income decreased by about 9 per cent in FY 2020-21. The cumulative index of eight core industries decreased by about 7 per cent in FY 2020-21.

The uncertainty in the economy and the business environment is expected to continue with mobility restrictions and other measures adopted by the government authorities till a large part of the population is vaccinated. S&P, Moody's, Fitch, CRISIL and IMF, have revised downwards India's GDP growth estimates for FY 2021-22 to 8-13 per cent from the earlier estimates of about 20 per cent. Government's focus will continue to be on controlling the spread of the pandemic. It is expected that the fiscal deficit will be around 10 per cent in the current year.

FY 2020-21 was a challenging year for the economy as a whole. The construction activities including infrastructure and housing remained affected by the lockdown restrictions and non-availability of migrant labour at construction sites. Cement production in India declined by about 12 per cent during FY 2020-21 on account of lower demand. The capacity utilization for the cement industry was about 62 per cent in FY 2021-22.

India is the second largest cement producer in the world after China and accounts for over 8 per cent of the global installed capacity. The installed capacity in India as on 31st March 2021 was about 545 Million Tons. However, the per capita consumption of cement in India at about 235 kg is far below the world average of over 520 kg. The industry is fragmented with close to 100 companies operating around 300 large plants across the country. Large players are consolidating their position with new capacities as well as acquisitions.

As per estimates by CRISIL, the cement consumption is expected to grow by about 13 per cent in FY 2021- 22 and at a CAGR of 6-7 per cent between 2022-26. The growth will be driven by the Government focus on infrastructure spending and rural / low cost housing including construction of highways, ports, concreting of roads, dedicated freight corridors, metro rail in major cities, development of smart cities, housing for all etc. New capacity additions are being reviewed / deferred. The increase in demand coupled with limited capacity additions is likely to reduce volatility in the cement prices.

Cement is an energy intensive industry. There has been a substantial rise in the costs of coal, pet coke, diesel which will result in increase in manufacturing and logistics costs. The profitability margins are likely to come under pressure in the short term.

PAINT INDUSTRY OUTLOOK

India is 7th Largest Paint Market in the World with a Total Market Size of INR 54,500 crores. The paints market is expected to grow at a CAGR of about 13 per cent over the next 3-4 years. The major drivers of paint consumption are new housing, infrastructure and shortening of the repainting cycle.

Decorative paints segment accounts for about 74 per cent of the paint market while Industrial paints account for 26 per cent. The consumption of premium range decorative paints is higher in major cities whereas the distemper and cement paints are prevalent in the rural and semi-urban areas. Water based and organic paints are increasingly becoming the preferred choice while the demand for powder paints and solvent based paints is waning. Organized sector has about 67 per cent of the share of the market, which is likely to increase to 75 per cent by 2025.

HUMAN RESOURCE DEVELOPMENT / INDUSTRIAL RELATIONS

Your Company believes that human capital is the most precious asset of the organisation. Your Company has been continuously striving to improve human resources skills, competencies and capabilities, in order to achieve its business objectives and to cater to employees aspirations. In order to enhance managerial capabilities, your Company has been providing training to upgrade skills of internal staff to build a pool of talent for the future roles.

Learning at one's own pace, time and convenience was initiated through a cost effective e-learning system, which was responded very well by the employees. Your Company has organized learning and skills development programs through Online modules of One-hour Learning and by nominating employees for relevant webinars, covering Technical, Functional, and Behavioural, as well as Employee Wellness programs. Your Company conducted a total 620 number of programs covering 100 per cent of employees from Plant, Corporate Office & Marketing Offices.

Your Company continued annual initiative for employees with a project called "Talk To Me" which included employee wellness survey, T&D effectiveness survey providing insight into employees learning & development, health, wellbeing and also employees expectations & aspirations. This helped us in revitalizing company policies, practices and employee engagement.

The Industrial Relations at the Plant have remained cordial.

The Management is pleased to acknowledge the contribution of all employees who have helped the Company to perform well in spite of the pandemic and striving for the overall satisfaction of all stakeholders. The employee relations have been harmonious and amicable throughout the year.

As on 31st March, 2021 the Company had 364 employees on the payroll.

CORPORATE SOCIAL RESPONSIBILITY

The emphasis of all CSR initiatives is to bring about a meaningful change in the lives of people in our local communities. Your Company has been continuously working towards ensuring that there is no adverse impact of its operations on the society and environment. The CSR vehicle has been used to help the society in achieving this initiative. The CSR is need-based and mostly in the vicinity or nearby areas of operations. The various initiatives taken during the year are in Health, Education, Drinking Water, Environment, Rural Development. The initiatives are aimed at creating long-term value and are implemented for the community members irrespective of their gender, ethnicity and religious background. The Management has also taken initiatives in helping the District Administration in implementing COVID appropriate activities including providing ventilators and overcoming the pandemic impact.

OCCUPATIONAL HEALTH AND SAFETY

Your Company engages in testing & Immunization Programs, Occupational Health Services and Family Welfare Education Programs amongst others. A full-fledged Ambulance is available at site and is used for the transportation of patients from within the organization and local community.

Your Company has kept safety as top priority for all its workers. Your Company practices a zero tolerance policy at the Plant. All the Company's efforts are made not only by the safety team, but by one and all in the Company to ensure safety of workmen. The safety team is engaged in providing continuous training programs to the workers, so that they follow the policy, procedures, personal protective equipment and take utmost care of themselves at all times. The Company has established processes and controls and these are reviewed from time to time. Periodical safety audits from internal and external agencies, mock drills, inspections are some of the tools used to ensure safety. The Company has zero tolerance policy towards sexual harassment at workplace, as per the applicable law.

• High Logistics cost which put pressure upon margins;
• Low demand in the paint industry due to continuous lockdown.

Your Company has a robust risk management system wherein all the risks are identified and mitigated at the factories and corporate level. The high risks are escalated to the Audit Committee and the Board.

During the year under review, the following risks were identified and mitigation steps being taken :-

A. Market Risk:

Majority of the sales volume of the Company is restricted to the state of Gujarat. High volatility in the cement prices due to a large surplus capacity in Gujarat and Rajasthan supplying cement/clinker to Gujarat, New capacity additions in and around Gujarat by large players and increase in demand for bulk cement put pressure on the performance of your Company.

B. Raw Material Risk:

Limestone is the primary raw material for manufacture of cement, making it imperative for the Company to ensure its uninterrupted long-term availability. Your Company has captive mining leases granted before the commencement of the MMDR Act, valid up to a period ending on March 31, 2030, or till the completion of their existing period of renewal, whichever is later. New mining leases would henceforth be allotted for a period of fifty (50) years through fresh auctions with the existing user getting the Right of Refusal. Also, a certain portion of the mining lease of your Company is in proximity of a wildlife sanctuary.

C. Impact of COVID pandemic:

The impact of COVID-19 pandemic continues across India and to control the spread of the disease, Central and State Governments including local bodies imposed several restrictions. Due to this, construction activities are affected due to lower demand for cement and paints. The pandemic also impacted the operations and maintenance of the plant due to non availability of contract manpower and materials.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has instituted internal financial control systems which are adequate for the nature of its business and size of operations. The various policies and procedures adopted by the Company ensures conducting of the business efficiently including adherence to the Company's policies, safeguarding business assets from stealing and wastage, ensuring compliance with business policies and the law of the land, performance evaluation of each employee and officer to increase the efficiency in operation and timely preparation of true and reliable operating data and financial statements.

The systems have been well documented and communicated. The systems are tested and audited from time to time by the Company's Internal Auditors who periodically audit the adequacy and the effectiveness of the internal control systems and procedures which have been laid down by the management and suggest improvements thereon. Any significant audit observations and follow-up in this regard is reported to the Audit Committee.

The Audit Committee of the Board of Directors approves from time to time - the quarterly audit assignments, reviews the progress of audit findings presented by the Internal Auditors. Also the status of the implementation of audit recommendations and adequacy internal controls is reviewed by the Audit Committee.

The constitution of the Audit Committee and its terms of reference are set out in the Corporate Governance Report as Annexure B.

Annexure B

CORPORATE GOVERNANCE REPORT

COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE

Your Company continuously strive to adopt and implement the evolving governance practices in the best possible manner. The Company's actions are governed by our values and principles, which are reinforced at all levels within the Company. The Company's governance framework enjoins the highest standards of ethical and responsible conduct of business to create value for all stakeholders. Over the years, your Company has strengthened its governance practices, and it is Company's endeavor to achieve the best-in-class governance standards.

The Company's business objective and that of its management and employees is to manufacture and market the Company's products in such a way so as to create value that can be sustained over the long term for consumers, shareholders, employees, business partners and the national economy. The success of a Company is a reflection of the professionalism, conduct and ethical values of its management and employees. In addition to compliance with regulatory requirements, the Company endeavors to ensure that highest standards of ethical and responsible conduct are met through the organization.

The Company has adhered to the requirements stipulated under Regulations 17 to 27 read along with para C & D & Regulation 46 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as SEBI (LODR) Regulations, 2015).

CORPORATE GOVERNANCE STRUCTURE

The Board of Directors being the brain of the organization formulates the corporate governance. An active, well informed and independent board safeguards and maintains sound corporate governance across all the functions.

The Company has a balanced and diverse Board. The Company's Board has an optimum mix of Executive and Non-Executive and Independent Directors, to maintain independence and separate the functions of governance and management. The Board of Directors have ultimate responsibility for the management, general affairs, direction, performance and long-term success of business as a whole. The Board plays a primary role to protect the interest of the Company and enhance value of all the stakeholders.

Committees of Board:

With a view to have better transparency in various areas of the business and for better accountability, the Board has constituted the Audit Committee, Stakeholders' Relationship & Grievances Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Allotment Committee and Finance Committee. These Committees undertake the functions, roles and responsibilities as provided herewith.

Executive Management:

The Executive Management of the Company oversees the business and compliances. The Executive Vice Chairman (EVC) and Managing Director (MD) assume overall responsibility for strategic management of business and corporate functions including oversight of governance processes and ensuring Top Management effectiveness. They act as a link between the Board and the Management of the Company and are responsible in managing and reviewing the roles and responsibilities of other executive officials including the Company Secretary and Department Heads across various locations.

In this period of significant change, uncertainty and stress, the Company continues "Work from Home Policy" for its employees working at Corporate and Marketing offices and few from the plant by providing & enabling a supportive and safe environment for our employees to minimize risk and contain the spread of COVID-19. The Company has taken various measures to ensure safety and well-being of all employees and is ensuring compliance with the guidelines issued by the Central, State Government and local administration in this regard.

EDUCATION

Your Company has been striving for the cause of education for decades. It runs a full-fledged school for the employees' children and for the children of neighboring areas at a nominal cost and provides bus facility to the children attending school / college at Porbandar City. Your Company has also initiated extra coaching classes for the poor, promising students from the nearby areas, thereby providing encouragement and guidance for the underprivileged students. Your Company keeps donating generously to other educational institutes from time to time.

SANITATION

Your Company has always contributed to the various national programs implemented by the governments and the other NGOs by participating in the 'Swachh Bharat Abhiyan' program initiated by the Prime Minister.

ENVIRONMENT INITIATIVES

In spite of abundant rains in the area last year, your Company's management continued its commitment to the environment and afforestation. A green belt has been developed and maintained at the factory and its surrounding areas. Your Company has attained its objective of planting more than one lakh plus trees in the last decade and the survival rate of the saplings planted was more than 80 per cent. The team showed commendable efforts in conservation and propagation of rare species of tree, increasing forest cover and fruit garden.

AWARDS AND RECOGNITION

During the year, your Company was awarded with the top winner in "Leadership of Occupational Health Practices" for the year 2019 & 2020 in the Cement Sector during 19th award ceremony of Greentech Foundation held on 12th February 2021 at Mahabalipuram. This is one more feather in the Company's crown after five awards won in this decade for Safety & Health.

CAUTIONARY STATEMENT

Statements in this report on Management's Discussion and Analysis describing the Company's objectives, projections, estimates, expectations, or predictions may be forward looking statements within the meaning of applicable security laws and regulations. The Statements are based on certain assumptions and expectations of future events. Actual results could however differ from those expressed or implied. Important factors that could make a difference to the Company's operations include global and domestic demand supply position, raw material, fuel, transport cost and availability, changes in Government regulations and tax structure, economic development in India. The Company assumes no responsibility in respect of forward-looking statements, which may be amended or modified in future based on subsequent developments, information or events.

On behalf of the Board of Directors

M. S. Gilotra Jay M. Mehta Place: Mumbai Managing Director Executive Vice Chairman Date: 29th May, 2021 DIN: 00152190 DIN: 00152072

Mr. Hemang D. Mehta – DIN: 00146580 (Non-Executive, Non-Independent Director, Promoter Group)

Mr. Hemang D. Mehta, aged 66 years, has graduated from the University of Manchester Institute of Science & Technology (UMIST) U.K., now referred to as the Manchester Business School. He is an industrialist having over 30 years of Corporate and Operational Management experience in the Cement industry and in Plastics & Packaging. He has worked in various countries like India, Kenya, Canada and USA. He is also a Director of various private companies in India, Canada and USA.

Initially, he joined the Board in April 1993 and was reappointed in the current term on 24.9.2020.

Mr. Hemnabh R. Khatau – DIN: 02390064 (Non-Executive, Non-Independent Director, Promoter Group)

Mr. Hemnabh R. Khatau, aged 60 years, has graduated with B.A (Electrical Engineering) from Cambridge University, MSc. (Microprocessor Engineering) (UMIST) and MSc (Sloan Fellowship Masters Programme, London Business School). He has a track record of successful Board level line management in manufacturing and financial services sectors. He has wide experience in developing and implementing successful strategies for growth and improving performance. He has worked in UK for a decade in various positions in the consulting practices of Capgemini UK, KPMG and Indeco IMC. He is also Director of Gujarat Sidhee Cement Limited and on the Board of Agrima Consultants International Limited, subsidiary company.

He joined the Board in October, 2008 and was reappointed in the current term on 21.8.2019. He is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

Mr. M.N. Rao – DIN: 00027131 (Non-Executive Independent Director)

Mr. M. N. Rao, aged 84 years, is a Science Graduate and Mechanical Engineer. He has worked with IDBI and has wide experience in Cement Industry. He is the Chairman of the Audit Committee and Member of the Nomination & Remuneration Committee of the Board. He is also on the Board of Gujarat Sidhee Cement Limited.

Originally, he joined the Board in November, 1984 and was reappointed as Independent Director for another term of five consecutive years with effect from 1.4.2019 to 31.3.2024.

Mr. B. P. Deshmukh – DIN: 00002357 (Non-Executive Independent Director)

Mr. B. P. Deshmukh, aged 77 years, has done M.Com, LL.B, FCS. He has rich experience in finance. He is the Chairman of the Allotment Committee of the Board.

He joined the Board in October, 2004 and was reappointed as Independent Director for another term of five consecutive years with effect from 1.4.2019 to 31.3.2024.

Mr. K. N. Bhandari – DIN: 00026078 (Non-Executive Independent Director)

Mr. K. N. Bhandari, aged 79 years, has done B.A., LL.B. He was Ex-Chairman-cum-Managing Director of The New India Assurance Company Limited and United India Insurance Company Limited. Mr. Bhandari is having rich experience in the Insurance Industry. He is also on the Board of several public listed companies. He is a Member of the Audit Committee and Chairman of the Nomination & Remuneration Committee of the Board. He is also on the Board of Gujarat Sidhee Cement Limited.

He joined the Board in October, 2005 and was reappointed as Independent Director for another term of five consecutive years with effect from 1.4.2019 to 31.3.2024.

Mr. Jayant N. Godbole - DIN: 00056830 (Non-Executive Independent Director)

Mr. Jayant N. Godbole, aged 76 years, is a B.Tech (Hons), IIT (Mumbai) and holds Certificate of Financial Management from Jamnalal Bajaj Institute of Management Studies. In the plant he was a Production In charge

BOARD OF DIRECTORS:

Composition (as on 31.3.2021):

Your Company's Board comprises of 12 (Twelve) Directors, which include 7 (Seven) Independent Directors. The Board represents an optimal mix of required knowledge in the field of Cement Manufacturing, finance, strategy and general management. The Board composition as on 31st March 2021 is as under:

Category	No. of Directors
Non-Executive, Non-Independent Directors (including Chairman)	3
Non-Executive, Independent Directors (including Woman Director)	7
Non-Independent, Executive Directors – EVC & MD	2
Total	12

The composition of the Board of Directors is in conformity with the SEBI (LODR) Regulations, 2015.

On an annual basis and in accordance with the requirements of Regulation 25 & 26 of the SEBI (LODR) Regulations, 2015, the Company obtains from each Director details of the Board and Board Committee positions she / he occupies in other Companies and changes, if any, regarding their Directorships. Further, all Directors provide an annual confirmation that they do not attract any disqualification as prescribed under section 164 of the Companies Act, 2013 and Independent Directors confirm annually that they meet the criteria of independence as defined under Section 149(6) of the Companies Act, 2013 and SEBI (LODR) Regulations. Based on the confirmation / declarations received from the Independent Directors and on evaluation of the relationships disclosed, the Board is of the opinion that the Independent Directors fulfill the conditions specified in SEBI (LODR) Regulations, 2015 and are independent of the executive management.

PROFILE OF DIRECTORS

A brief profile of each Director is given below:

Mr. M. N. Mehta – DIN: 00632865 (Chairman, Promoter Group, Non-Independent)

Mr. M. N. Mehta, aged 89 years, is an Industrialist. He completed his schooling in India and then joined the family business at the age of 19 years in East Africa. He has over six decades of entrepreneurial experience. He is the motivating force behind the Group. He is also Chairman of Gujarat Sidhee Cement Limited and Agrima Consultants International Limited, subsidiary company and Director in other private companies. Mr. M. N. Mehta is also Chairman of the Finance Committee of the Board.

Initially, he joined the Board of the Company in October 1974 and was reappointed as a non – retiring Chairman as per the Articles of Association of the Company on 15.10.2004.

Mr. Jay Mehta – DIN: 00152072 (Executive Vice Chairman, Promoter Group, Non-Independent)

Mr. Jay Mehta, aged 60 years, has graduated in Industrial Engineering from Columbia University in 1983 and has completed MBA from The International Institute of Management Development (IMD) in Lausanne, Switzerland. He has over 3 decades of experience in the Cement Industry. He is also the Executive Vice Chairman of Gujarat Sidhee Cement Limited and Board member of Agrima Consultants International Limited, subsidiary company along with other private and public limited companies in India. He is Chairman of the CSR Committee, Member of the Finance Committee and Stakeholders Relationship and Grievances Committee of the Board.

Initially, he joined the Board in December 1987 and has been reappointed for a further period of 3 (three years) with effect from 1st January 2021 to 31st December 2023, as approved by the shareholders at the 62nd Annual General Meeting held on 24th September 2020.

involved in reviewing feasibility of new ventures, project execution and management. Mr. Gilotra is in charge of day-to-day operations of the Company and has substantial power of management. He is also the Managing Director of Gujarat Sidhee Cement Limited. He is a Member of Audit Committee, Stakeholders Relationships & Grievances Committee, Corporate Social Responsibility (CSR) Committee, Finance Committee and Allotment Committee of the Board.

He joined the Board in June, 1995 and has been as reappointed for a further period of 3 (three) years with effect from 1st January 2021 to 31st December 2023, as approved by the shareholders at the 62nd Annual General Meeting held on 24th September, 2020.

CESSATION OF DIRECTOR:

Nil

RE-APPOINTMENT OF DIRECTORS:

In accordance with the provisions of Section 152(6) of the Companies Act, 2013, Mr. Hemnabh R. Khatau (DIN: 02390064), Director shall retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment.

The brief resume of the Director proposed to be reappointed is appended to the Notice of the Annual General Meeting.

Board meetings held during the year

Dates on which the Board meetings were held	Total strength of the Board	Number of Directors present
18th May, 2020	12	12
6th August, 2020	12	12
7th November, 2020	12	12
2nd February, 2021	12	11
9th February, 2021	12	11
30th March, 2021	12	12

The gap between any two (2) Board meetings did not exceed one hundred and twenty (120) days, as stipulated under the Companies Act, 2013 and Regulation 17 SEBI (LODR) Regulations, 2015 and Secretarial Standards.

ATTENDANCE OF DIRECTORS AT BOARD MEETINGS AND ANNUAL GENERAL MEETING, DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTOR INTER-SE AND NUMBER OF SHARES HELD BY NON EXECUTIVE DIRECTORS.

The Directors are also given an option of attending the Board Meeting through Video Conferencing (VC). The last Annual General Meeting (AGM) was held on the 24th day of September 2020 through VC. The details of attendance at Board Meetings and at the last Annual General Meeting during the year under review are as under:-

of Activated Carbon and Activated Fullers Earth plants of an SSI. From 1980 to 1985, he was a consultant and a project Coordinator (Project Manager) of a 2000- TPD (DRI) SPONGE IRON PLANT, 2000- Tpd Methanol Plant and 90 MW- GAS BASED POWER PLANT. He was also Chairman of Empowered Group of Corporate Debt Restructuring Framework (CDR) Of India. At the time of retirement, he was performing the functions of Chairman & Managing Director of IDBI. He has vast knowledge and enriched experience in Finance. He is also on the Board of several public listed companies. He is a Member of the Corporate Social Responsibility (CSR) Committee of the Board.

He joined the Board in April, 2008 and was reappointed as Independent Director for another term of five consecutive years with effect from 1.4.2019 to 31.3.2024.

Mr. Bimal R. Thakkar – DIN: 00087404 (Non-Executive Independent Director)

Mr. Bimal R. Thakkar, aged 56 years, has done B.Com, Diploma in Export Management and has also done a course in International Business and Marketing from Trade Development Institute of Ireland. He has over two decades of experience and is currently spearheading the ADF Group. He has been instrumental in expansion of the business and promoting the company's products in international markets, development of Brands and creating new markets for the products in U.K. USA, Gulf, Australia, Europe etc. He is also on the Board of several public listed companies. He is the Chairman of the Stakeholder Relationship & Grievance Committee, Member of Nomination & Remuneration Committee, Corporate Social Responsibility (CSR) Committee, Finance Committee and Allotment Committee of the Board. He is also on the Board of Gujarat Sidhee Cement Limited.

He joined the Board in April, 2009 and was reappointed as Independent Director for another term of five consecutive years with effect from 1.4.2019 to 31.3.2024.

Mrs. Bhagyam Ramani– DIN: 00107097 (Non-Executive Independent Director)

Mrs. Bhagyam Ramani, aged 69 years, is a Post Graduate in Economics (Hons) with specialization in Industrial & Monetary Economics and had retired as Director of General Insurance Corporation of India, a Government of India Undertaking. She has more than 4 decades of experience in various fields including finance and accounts. She is also on the Board of several public listed companies. She is a Member of the Audit Committee and Allotment Committee of the Board. She is also on the Board of Gujarat Sidhee Cement Limited.

She joined the Board in August, 2014 and was reappointed as Independent Director for another term of five consecutive years with effect from 4.8.2019 to 3.8.2024.

Mr. Ashwani Kumar – DIN: 02870681 (Non-Executive Independent Director)

Mr. Ashwani Kumar, aged 63 years, is a Post Graduate in Chemistry and is a Certified Associate of Indian Institute of Bankers. A versatile banker, Mr. Ashwani Kumar has a rich banking experience of over 37 years serving in Allahabad Bank, Corporation Bank and Dena Bank both in operational level and administrative level. He retired as Chairman and Managing Director of Dena Bank. He is also on the Board of other companies. He is a Member of the Nomination & Remuneration Committee of the Board. He is also on the Board of Gujarat Sidhee Cement Limited.

He joined the Board as Additional Director with effect from 13.2.2019 and was appointed as Independent Director for a period of 5 years from 13.2.2019.

Mr. M. S. Gilotra – DIN: 00152190 (Non-Independent Executive Director (Managing Director)

Mr. M.S. Gilotra, aged 70 years, is a Mechanical Engineer from BITS, Pilani. He has total experience of more than 4 decades. His total experience includes 21 years tenure with Associated Cement Companies Ltd. (ACC). During his career he has served as head of operations of various cement units and has also been extensively

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 Statutory ReportS

Sr. No.	Name of the Director	Other Directorships*	Committee Positions**		Name of the Listed entities	Category of Directorship
			Chairman Member
3.	Mr. Hemang D. Mehta Non-Executive, Non Independent	-	-	-	-	-
4.	Mr. Hemnabh Khatau Non-Executive, Non Independent	1	-	-	Gujarat Sidhee Cement Limited	Non-Executive, Non Independent Director
5.	Mr. M. N. Rao Non-Executive, Independent	1	1	2	Gujarat Sidhee Cement Limited	Non-Executive, Independent Director
6.	Mr. B. P. Deshmukh Non-Executive, Independent	-	-	-	-	-
7.	Mr. K. N. Bhandari Non-Executive, Independent	4	3	5	1) Shristi Infrastructure Development Corporation Limited 2) Gujarat Sidhee Cement Limited 3) Hindalco Industries Limited 4) Jaiprakash Associates Limited	Non-Executive, Independent Director
8.	Mr. Jayant N. Godbole Non-Executive, Independent	3	1	3	1) J.K. Cement Limited 2) Emami Paper Mills Limited 3) Kesar Terminals & Infrastructure Limited	Non-Executive, Independent Director
9.	Mr. Bimal Thakkar Non-Executive, Independent	2	-	3	1) Gujarat Sidhee Cement Limited 2) ADF Foods Limited	1) Non-Executive, Independent Director 2) Executive Director, Managing Director
10.	Mrs. Bhagyam Ramani Non-Executive, Independent	3	-	2	1) Capri Global Capital Limited 2) Gujarat Sidhee Cement Limited 3) Lloyds Metals and Energy Limited	Non-Executive, Independent Director
11.	Mr. Ashwani Kumar Non Executive, Independent	1	-	-	Gujarat Sidhee Cement Limited	Non-Executive, Independent Director
12.	Mr. M.S. Gilotra Managing Director, Non-Independent	1	-	2	Gujarat Sidhee Cement Limited	Executive Director, Managing Director

* Includes Directorships of Indian Public Limited companies other than Saurashtra Cement Limited. ** Includes only Audit Committee and Stakeholders' Relationship Committee of Public Limited Companies (whether listed or not) other than Saurashtra Cement Limited.

Sr. No.	Name of the Director	Category	No. of Board Meetings attended	Attendance at last AGM	Relationship with other Director	No. of Shares held
1.	Mr. M. N. Mehta	Chairman, Non-Executive, Non-Independent	6	No	Father of Mr. Jay Mehta	28480
2.	Mr. Jay Mehta	Executive Vice Chairman, Non-Independent	6	No	Son of Mr. M. N. Mehta	14630
3.	Mr. Hemang D. Mehta Non-Executive, Non	Independent	6	No	--	51534
4.	Mr. Hemnabh Khatau Non-Executive, Non	Independent	6	Yes	--	--
5.	Mr. M. N. Rao	Non-Executive, Independent	6	Yes	--	--
6.	Mr. B.P. Deshmukh	Non-Executive, Independent	6	No	--	--
7.	Mr. K. N. Bhandari	Non-Executive, Independent	6	Yes	--	--
8.		Mr. Jayant N. Godbole Non-Executive, Independent	6	Yes	--	--
9.	Mr. Bimal R. Thakkar	Non-Executive, Independent	4	No	--	--
		10. Mrs. Bhagyam Ramani Non-Executive, Independent	6	No	--	--
	11. Mr. Ashwani Kumar	Non-Executive, Independent	6	Yes	--	--
	12. Mr. M.S. Gilotra	Managing Director, Non Independent	6	Yes	--	80,087*

*Issued and allotted under Saurashtra Employees Stock Option Scheme 2017.

Except Mr. M. N. Mehta and Mr. Jay Mehta, none of the Directors of the Company or any of the Key Managerial Personnel are inter-se related.

OTHER DIRECTORSHIPS:

None of the Directors is a Director in more than 10 Listed Companies or acts as an Independent Director in more than 7 Listed Companies. Further, none of the Directors acts as a member of more than 10 committees or acts as a chairman of more than 5 committees across all Public Limited Companies in which he/she is a Director.

The details of the Directorships and Committee memberships in other Companies (excluding Unlisted Companies & Foreign Companies) held by the Directors as on 31st March 2021 are given below:

Sr. No.	Name of the Director	Other Directorships*	Committee Positions**		Name of the Listed entities	Category of Directorship
			Chairman Member
1.	Mr. M. N. Mehta Chairman, Non Executive, Non Independent	1	-	-	Gujarat Sidhee Cement Limited	Chairman
2.	Mr. Jay Mehta Executive Vice Chairman, Non Independent	2	-	1	1) Gujarat Sidhee Cement Limited 2) ADF Foods Limited	1) Executive Vice Chairman, Non-Independent 2) Non-Executive, Independent Director

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS, INCLUDING INDEPENDENT DIRECTORS

Pursuant to the applicable provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, the Board of Directors has put in place a mechanism for evaluation of its performance, Committee's and Individual Directors. The evaluation process considers attendance of Directors at the Board and Committee meetings, participation at the meetings, domain knowledge, and coalition in the Board Meeting, awareness and observation of Governance etc. Accordingly, evaluation sheet gets circulated to each and every Board member and the Board carries out annual performance evaluation to the entire Board, Individual Directors including the Chairman. The result of the evaluation is satisfactory and adequately meets the requirements of the Company.

As per the amended regulations of SEBI (LODR) Regulations, 2015, the Board is required to review the core skills / expertise / competencies identified by the Board as required in the context of its business & sectors to function effectively. The matrix in this regard as provided in the SEBI (LODR) Regulations, 2015 Schedule V(c)(h) given below:

	Sr. No. Skills / Expertise / Competence	Available with the Board (Yes / No)	Name of the Directors who have such skills /expertise / competence
1.	Technical Expertise	Yes	Mr. M. N. Mehta, Mr. Hemang D. Mehta, Mr. Jay Mehta, Mr. Hemnabh Khatau, Mr. M. N. Rao, Mr. Jayant Godbole, Mr. M.S.Gilotra
2.	Legal Expertise	Yes	Mr. K.N. Bhandari, Mr. B.P. Deshmukh
3.	Industry Expertise	Yes	Mr. M.N. Mehta, Mr. Hemang D. Mehta, Mr. Jay Mehta, Mr. M. N. Rao, Mr. M. S. Gilotra
4.	Finance Expertise	Yes	Mr. M.N. Mehta, Mr. Jay Mehta, Mr. Hemnabh Khatau, Mr. M. N. Rao, Mr. Bimal Thakkar, Mr. K.N. Bhandari, Mr. B. P. Deshmukh, Mr. Jayant Godbole, Mrs. Bhagyam Ramani, Mr. Ashwani Kumar, Mr. M. S. Gilotra
5.	Strategy	Yes	Mr. M. N. Mehta, Mr. Bimal Thakkar, Mr. Jay Mehta, Mr. M. N. Rao, Mr. M.S. Gilotra, Mr. Jayant Godbole, Mr. K. N. Bhandari, Mrs. Bhagyam Ramani, Mr. Hemang D. Mehta, Mr. B. P. Deshmukh, Mr. Hemnabh Khatau, Mr. Ashwani Kumar
6.	Marketing Expertise Yes		Mr. M.N. Mehta, Mr. Hemang D. Mehta, Mr. Jay Mehta, Mr. Bimal Thakkar, Mr. Ashwani Kumar, Mr. M.S.Gilotra

Further, in the opinion of the Board, the Independent Directors fulfill the conditions specified in these regulations and are independent of the management.

AGENDA:

The agenda papers backed by the information (except for the price sensitive information, which is circulated at the meeting) as provided at Annexure A of the Secretarial Standards (SS-1) on "Meeting of Board of Directors" issued by the Council of Institute of Company Secretaries of India (ICSI) and approved by the Central Government read along with Part A of Schedule II of SEBI (LODR) Regulations, 2015 are circulated to the Directors seven working days prior to the Board Meeting. Additional agenda in the form of 'Other Business" if any, are included with the permission of the Chairman and with the consent of the majority of the Independent Directors present at the meeting.

INVITEES & PROCEEDINGS:

Apart from the Board members, the Company Secretary and CFO also attend all the Board & Committee Meetings. Other senior management executives of the Company / Associate Company are also invited to provide inputs for the items being discussed by the Board. The Managing Director and CFO make presentations on the quarterly and annual operating and financial performance and on annual budget at the Board and Audit Committee meeting respectively. The Chairman of various Committees briefs the Board on all the important matters discussed and decided at their respective committee meetings, which are generally held prior to the Board Meeting.

INDEPENDENT DIRECTORS:

The Independent Directors have been reappointed for a consecutive period of five years from their respective dates of appointment. None of the Independent Directors serve as "Independent Director" in more than 7 (seven) listed companies.

As per Schedule IV of the Companies Act, 2013 and Regulation 25 (3) and (5) of SEBI (LODR) Regulations, 2015, a separate meeting of the Independent Directors of the Company was held on 21st May 2021 to review the performance of Non-Independent Directors and the Board as a whole. The Independent Directors also assessed the quality, quantity and timeliness of flow of information necessary for the Board to effectively discharge its duties between the Company's management and its Board.

As required under the Companies (Creation and Maintenance of Databank of Independent Directors) Rules, 2019 the Independent Directors who have registered in the data bank of Indian Institute of Corporate Affairs (IICA) for a period of one year have renewed for a further period of one year.

FAMILIARIZATION PROGRAMME FOR THE DIRECTORS INCLUDING INDEPENDENT DIRECTORS:

Newly appointed Independent Director is taken through an induction and familiarization program including the presentation and interactive session with the Managing Director the other Functional Heads on the Company's manufacturing, marketing, finance and other important aspects. The Company Secretary briefs the Director about their legal and regulatory responsibilities as a Director. The program also includes a visit to the plant to familiarize with all facets of cement manufacturing.

On an on-going basis, periodic presentations are made at the Board and Committee meetings, on operations and performance updates of the Company, Industry scenario, business strategy, internal control and risks involved and mitigation plan. The Directors are also provided with quarterly updates on relevant statutory changes and important amendments.

The familiarization program for Independent Directors for the calendar year 2021 undertaken by the Company has been disclosed on the website of the Company at the following link; http://scl.mehtagroup.com/investors/sebi-regulations-disclosures

• 1. Review, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/prospectus/ notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;
• 1. Review and monitor the auditor's independence and performance, and effectiveness of audit process;
• 1. Approve transactions of the Company with related parties and any subsequent modification;
• 1. Scrutinize inter-corporate loans and investments;
• 1. Consider Valuation of undertakings or assets of the Company, wherever it is necessary;
• 1. Evaluate internal financial controls and risk management systems;
• 1. Review, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
• 1. Review the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
• 1. Discuss with Internal Auditors of any significant findings and follow up there on;
• 1. Review the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
• 1. Discuss with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;
• 1. Look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;
• 1. Review the functioning of the Whistle Blower / Vigil Mechanism;
• 1. Approve appointment of CFO (i.e. the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;
• 1. Review the utilization of loans and / or advances from / investment by the company in the subsidiary exceeding Rs. 100 crores or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing;
• 1. To review the compliance with the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015 (as amended from time to time);
• 1. Carry any other function as is mentioned in the terms of reference of the Audit Committee.

The following roles of Audit Committee have been notified by SEBI vide its circular dated 3rd November, 2020 for considering scheme of arrangement for approval.

• Need for the merger/demerger/amalgamation/arrangement;
• Rationale of the scheme;
• Synergies of business of the entities involved in the scheme;
• Impact of the scheme on the shareholders;
• Cost benefit analysis of the scheme.

AUDIT COMMITTEE:

The Audit Committee acts as an interface between the Statutory and Internal Auditors, the Management and the Board of Directors. It assists the Board in fulfilling its responsibilities of monitoring financial reporting processes; reviewing the Company's established systems and processes for internal financial controls and governance; and reviews the Company's statutory and internal audit processes.

The Audit Committee of the Board comprises of four members viz. Mr. M. N. Rao, Mr. K. N. Bhandari, Mrs. Bhagyam Ramani and Mr. M.S. Gilotra.

During the year, four meetings of the Audit Committee were held. The meetings were held on the 18th day of May 2020, 6th day of August 2020, 7th day of November 2020 and 2nd day of February 2021. Partners/ Representatives from Internal Auditors and Statutory Auditors also attended the meetings. Details of Audit Committee Meetings attended by the Audit Committee Members are given below:

Sr. No.	Members of Audit Committee	No. of meetings held	No. of meetings attended.
1.	Mr. M. N. Rao, Chairman	4	4
2.	Mr. K. N. Bhandari, Member	4	4
3.	Mrs. Bhagyam Ramani, Member	4	3
4.	Mr. M. S. Gilotra, Member	4	4

The approved Minutes of the Audit Committee Meetings are perused and noted by the Board of Directors at the subsequent Board Meetings.

TERMS OF REFERENCE OF AUDIT COMMITTEE ARE AS FOLLOWS:

• 1. Oversee the Company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;
• 1. Recommend the appointment, remuneration and terms of appointment of Auditors of the Company;
• 1. Approve payment to Statutory Auditors for any other services rendered by them.
• 1. Review with the management, the annual financial statements and auditor's report thereon before submission to the Board for approval with particular reference to:
• a) matters required to be included in the director's responsibility statement to be included in the board's report in terms of clause (c) of sub-section (3) of the Section 134 of the Companies Act, 2013;
• b) changes, if any, in accounting policies and practices and reasons for the same;
• c) major accounting entries involving estimates based on the exercise of judgment by management;
• d) significant adjustments made in the financial statements arising out of audit findings;
• e) compliance with listing and other legal requirements relating to financial statements;
• f) disclosure of any related party transactions;
• g) modified opinion(s) in the draft audit report;
• 1. Review, with the management, the quarterly financial statements before submission to the Board for approval;

Details of Nomination & Remuneration Committee Meetings attended by the Members are given below:

Sr. No.	Members of Nomination & Remuneration Committee	No. of meetings held	No. of meetings attended.
1.	Mr. K. N. Bhandari (Chairman)	2	2
2.	Mr. M.N. Rao (Member)	2	2
3.	Mr. Bimal Thakkar (Member)	2	1
4.	Mr. Ashwani Kumar (Member)	2	2

The approved Minutes of the Nomination & Remuneration Committee Meetings are perused and noted by the Board of Directors at the subsequent Board Meetings.

TERMS OF REFERENCE OF THE COMMITTEE ARE AS FOLLOWS:

• 1. Formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;
• 1. Formulate of criteria for evaluation of Independent directors and the Board;
• 1. Devise a policy on Board diversity;
• 1. Identify persons who are qualified to become directors and also such persons who may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board, their appointment and removal.
• 1. Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.
• 1. Recommend to the board, all remuneration, in whatever form, payable to senior management

REMUNERATION/COMPENSATION POLICY

The Company has a Nomination and Remuneration Committee Charter and Compensation Policy in place. Remuneration policy of the company is designed to create a high performance culture.

The Remuneration / Compensation / Increments to the Whole Time Director, KMP, Senior Management Personnel is being determined by the Committee and then recommended to the Board. Shareholders' approval is taken as and when required under the Act. The provisions of the Act along with Schedule V are complied.

The Remuneration paid to Executive / Non-Executive Directors is paid as per the Companies Act 2013. Sitting Fees being paid to Non-Executive/ Independent Directors does not exceed Rs One lac per meeting of the Board / Committee or such higher amount as may be prescribed by the Central Government from time to time. The Company also reimburses the out of pocket expenses incurred by the Directors for attending such meetings.

CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE:

The Board has constituted a CSR Committee as required under Section 135 of the Companies Act, 2013 comprising of the following Directors.

Sr. No.	Name of the Director	Category
1.	Mr. Jay Mehta	Executive Vice Chairman
2.	Mr. M. S. Gilotra	Managing Director
3.	Mr. Jayant N. Godbole	Member
4.	Mr. Bimal Thakkar	Member

During the year, the Committee had one meeting. The meeting was held on the 19th day of May 2020. Details of CSR Committee Meeting attended by the Members are given below:

Members of the CSR Committee	No. of meetings held	No. of Meetings attended
Mr. Jay Mehta, Executive Vice Chairman	1	1
Mr. M. S. Gilotra, Member	1	1
Mr. Jayant N. Godbole, Member	1	1
Mr. Bimal Thakkar, Member	1	1

The Company has a policy in place on the Corporate Social Responsibility.

TERMS OF REFERENCE OF THE COMMITTEE ARE AS FOLLOWS:

• a) To formulate and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the activities to be undertaken by the Company as specified in Section 135 of Companies Act, 2013, Companies (Corporate Social Responsibility Policy) Rules, 2014 and Schedule VII;
• b) To recommend the amount of expenditure to be incurred on the activities referred to in clause (a);
• c) To monitor the CSR Policy of the Company from time to time; and
• d) Such other Terms of Reference as may be specified from time to time under the Companies Act, 2013, Rules there under and Schedule VII of the Act.

NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee is responsible for evaluating the balance of skills, experience, independence, performance evaluation, diversity and knowledge on the Board and for drawing up selection criteria and ongoing succession planning.

The Nomination and Remuneration Committee comprises of four directors viz. Mr. M. N. Rao, Mr. K. N. Bhandari, Mr. Bimal Thakkar and Mr. Ashwani Kumar.

During the year, two meetings were held. These meetings were held on the 12th day of May, 2020 and 6th day of November, 2020.

STAKEHOLDERS RELATIONSHIP & GRIEVANCES COMMITTEE:

To protect the interest of the stakeholders and to resolve their grievances at the earliest level, the Company has constituted the Committee viz, Stakeholders Relationship & Grievances Committee which comprises of Mr. Bimal Thakkar, Mr. Jay Mehta and Mr. M. S. Gilotra. Mr. Bimal Thakkar is the Chairman of the Stakeholders Relationship & Grievances Committee. Ms. Sonali Sanas, Sr. Vice President (Legal) & Company Secretary is designated as the Compliance Officer who oversees the redressal of the investor grievances.

During the year, four meetings of the Committee were held. The meetings were held on the 14th day of May 2020, 3rd day of August 2020, 23rd day of November 2020 and 2nd day of February 2021. Details of the meetings attended by the members are given below:

Sr.	Members of Stakeholders Relationship & Grievances	No. of meetings	No. of meetings
No	Committee	held	attended
1.	Mr. Bimal Thakkar (Chairman)	4	4
2.	Mr. Jay Mehta (Member)	4	3
3.	Mr. M.S. Gilotra (Member)	4	3

The Details of complaints attended by the Company's Registrars during the year was as under:

No. of complaints received	No. of Complaints redressed	No. of complaints pending.
0	0	Nil

The approved minutes of the Stakeholders Relationship & Grievances Committee is circulated and noted by the Board of Directors at the subsequent Board Meetings.

TERMS OF REFERENCE OF THE COMMITTEE ARE AS FOLLOWS:

• a) To resolve the grievances of the Shareholders of the Company including complaints related to transfer of shares, non-receipt of Balance Sheet and non-receipt of declared dividends.
• b) Review of measures taken for effective exercise of voting rights by shareholders.
• c) Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent.
• d) Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants / annual reports / statutory notices by the shareholders of the company.

ALLOTMENT COMMITTEE:

The Committee has been constituted for allotment and post-allotment activities of the Company's shares. The scope of work of this Committee is to approve allotment, issue of share certificate / letter of allotment, offer letter and information memorandum.

During the year, the Committee had three meetings which were held on 17th April 2020, 17th August 2020 and 22nd December 2020.

Composition and detail of Allotment Committee Meeting attended by the Members is given below:

Members of the Allotment Committee	No. of meetings held	No. of meetings attended
Mr. B. P. Deshmukh (Chairman)	3	3
Mr. Bimal Thakkar (Member)	3	3
Mrs. Bhagyam Ramani (Member)	3	3
Mr. M. S. Gilotra (Member)	3	2

						nded by the Members is given below:

Details of Remuneration of Directors paid for the Financial Year 2020-21

Executive Directors								(` in Lakhs)
Name	Salary &	Commission Perquisites		Super	ESOP	Total		Exempt Benefits	Total
	Allowances		(Other than ESOP )	annuation Paid (Taxable)	Perks		Contribution to PF	Contribution to Superannuation
Mr. Jay M Mehta, Executive Vice Chairman	276.85	212.56	14.38	22.81	-	526.60	6.00	1.50	534.10
Mr. M. S. Gilotra, Managing Director	222.41	159.42	8.09	18.64	32.44	441.00	7.50	-	445.50

The above Executive Directors were reappointed for a period of 3 years effective from 1.1.2021 and the appointment(s) can be terminated by either side by giving three months' notice in writing. No Severance fees is applicable to the above Directors.

(*) ESOP is granted at Rs.10/- (face value of shares). For the exercise period and accrual, details are given under the head 'Employees Stock Option Scheme' in the Directors' Report.

Non-Executive Directors

The Directors were paid sitting fees of Rs. 75,000/- per meeting for attending the meeting of the Board, Audit Committee and Independent Directors Meeting, Rs. 60,000/- for Nomination & Remuneration Committee. The sitting fees is Rs.30,000/- per meeting for Stakeholders Relationship & Grievances Committee, CSR Committee, Allotment Committee and Finance Committee or any other Committee of the Board attended by them.

The details of sitting fees paid to Directors are given below:-

Sr. No.	Name of the Directors	No. of Board meeting	No. of Committee meetings	Total	Amount of Sitting fees
		attended	attended		paid (`)
1.	Mr. M. N. Mehta (Chairman)	6	1	7	480000
2.	Mr. Hemang D. Mehta	6	-	6	450000
3.	Mr. Hemnabh Khatau	6	-	6	450000
4.	Mr. M.N. Rao	6	7	13	945000
5.	Mr. B.P. Deshmukh	6	4	10	615000
6.	Mr. K.N. Bhandari	6	7	13	945000
7.	Mr. Bimal R. Thakkar	4	12	16	735000
8.	Mr. Jayant N. Godbole	6	5	11	645000
9.	Mrs. Bhagyam Ramani	6	10	16	885000
	10. Mr. Ashwani Kumar	6	6	12	690000
	Total				6840000

This Policy is intended to check that whenever any unacceptable/improper practice and/or any unethical practice and/or any instances of leak of unpublished price sensitive information and/ or any other genuine concern is reported by a Director or an employee, proper action is taken to check such practice/wrong doing and the concerned Director or employee is protected / safeguarded against any adverse action and/or any discrimination and/or victimization for such reporting.

The directors and employee(s) may approach the Audit Committee in the first instance or after bringing it to the attention of the management and not being addressed to the concerned persons satisfaction.

The name and e-mail address of the Chairman of the Audit Committee is given below:

Name of the Chairman Address		Contact No.(s)
Mr. M. N. Rao	Saurashtra Cement Limited 2nd Floor, N. K. Mehta International House, 178, Backbay Reclamation, Mumbai - 400 020.	022-66365444 scl-mum@mehtagroup.com

This policy is applicable to all the directors and employees of the Company. The policy is also posted on the website of the Company at the following link http://scl.mehtagroup.com/policy/whistle-blower-policy

GENERAL BODY MEETINGS:

Annual General Meetings

The details of General Meetings of the Company held in last three years are as follows:

Financial Year	Date	Time	Venue	Dividend declared
2019-20	24.09.2020 3.30 p.m.		Through Video Conferencing (VC)/ Other Audio-Visual Means (OVAM) At Mumbai	1st Interim dividend of Re.0.75 per share on 6,94,80,288 fully paid-up Equity Shares for the period ended 30th September 2020 and 2nd Interim Dividend of Re.1/- per share on 6,95,18,449 fully paidup Equity Shares for the Financial year 2019-20
2018-19	21.08.2019 10.00	a.m.	Registered office of the Company	NIL
2017-18	14.08.2018 10.00	a.m.	Registered office of the Company	Re.1/- per share on 6,91,91,065 fully paid-up Equity Shares for the Financial year ended 31st March 2018

The approved minutes of the Allotment Committee is noted by the Board of Directors at its subsequent Board meeting.

TERMS OF REFERENCE OF THE COMMITTEE ARE AS FOLLOWS:

• a) To recommend to the Board of Directors for issue, offer of company's securities;
• b) To carry out all necessary pre and post allotment activities relating to the allotment;
• c) To issue certificate, letter of offer, and approving such allotment;
• d) To allot shares to all the eligible employees from time to time who will be exercising the options granted to them under Saurashtra Employee Stock Option Scheme 2017.

FINANCE COMMITTEE:

The Committee was constituted for taking decisions on urgent requirements of finance for the operations of the Company.

The Committee comprises of four Directors viz. Mr. M. N. Mehta, Chairman, Mr. Jay Mehta, Executive Vice Chairman, Mr. Bimal Thakkar, Independent Director and Mr. M. S. Gilotra, Managing Director.

During the year, the Committee had two meetings. These meetings were held on the 25th day of August, 2020 and 9th day of October, 2020.

Composition and detail of Finance Committee Meeting attended by the Members is given below:

Members of the Finance Committee	No. of meetings held	No. of meetings attended
Mr. M. N. Mehta (Chairman)	2	1
Mr. Jay Mehta (Member)	2	2
Mr. Bimal Thakkar (Member)	2	2
Mr. M. S. Gilotra (Member)	2	2

The approved minutes of the Allotment Committee is noted by the Board of Directors at its subsequent Board meeting.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

This "Whistle Blower Policy" of the Company has been established / adopted in terms of the provisions of Section 177 of the Companies Act, 2013 and Rule 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014 read with Regulation 22 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as may be amended from time to time, which requires every listed company and such class or classes of companies, as may be prescribed to establish a vigil mechanism for its Directors and Employees, to report genuine concerns, and to freely communicate their concerns about illegal or unethical practices. The Vigil Mechanism shall provide for adequate safeguards against victimization of director(s) or employee(s) or any other person who avail the mechanism and also provide for direct access to the chairperson of the audit committee in appropriate or exceptional cases. The said Policy has been revised in accordance with the Securities and Exchange Board of India (Insider Trading) Regulations, 2018.

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 Statutory ReportS

1. Re-appointment of Mr. Bimal Thakkar (DIN: 00087404) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April 2019 to 31st March 2024.

2. Re-appointment of Mr. P. K. Behl (DIN:00653859) as an Independent Director of the Company for another term of five consecutive years

3. Re-appointment of Mrs. Bhagyam Ramani (DIN: 00107097) as an Independent Director of the Company for another term of five consecutive years with effect from 4th August, 2019 to 3rd August, 2024. 11. Payment of Remuneration to Mr. Jay Mehta (DIN: 00152072), Executive Vice Chairman from 1st January 2019 till 31st December, 2020.

4. Payment of Remuneration to Mr. M. S. Gilotra (DIN: 00152190), Managing Director from 1st January 2019 till 31st December 2020.

Financial Year	Date of AGM	Particulars of Special Resolution
			with effect from 30th May 2019 to 29th May 2024.
			including Executive Vice Chairman and Managing Director.
			the age of 75 years.
			Company beyond the age of 75 years.
			beyond the age of 75 years.
			Company beyond the age of 75 years.

1. Approval for Overall Managerial Remuneration payable to Directors including Executive Vice Chairman and Managing Director.

2. Approval for continuation of holding of office by Mr. M. N. Mehta (DIN: 00632865) as a Non-Executive Chairman of the Company beyond

3. Approval for continuation of holding of office by Mr. S. V. S. Raghavan (DIN: 00111019) as a Non-Executive Independent Director of the

4. Approval for continuation of holding of office by Mr. M. N. Rao (DIN: 00027131) as a Non-Executive Independent Director of the Company

5. Approval for continuation of holding of office by Mr. K. N. Bhandari (DIN: 00026078) as a Non-Executive Independent Director of the

No resolutions were put for voting through postal ballot.

Extraordinary General Meetings

No Extraordinary General Meeting was held during the year.

Special Resolutions

As stated above.

DISCLOSURES:

Transactions with Related Party / Material Nature

During the year under review, there were no transactions of material nature with the Promoters, the Directors, Management or the subsidiaries or relatives of the Directors that had potential conflict with the Company. Transactions with related parties are mentioned in Note No. 38.2 of Notes forming part of financial statements.

The details of special resolutions passed in the previous three Annual General Meetings are as follows:

Financial Year	Date of AGM		Particulars of Special Resolution
2019-20	24.09.2020	1.	Ratification of Cost Auditors remuneration to be paid to M/s. V. J. Talati & Co., Cost Accountants for the Financial Year ending 31st March, 2021.
		2.	Reappointment of Mr. Jay Mehta, Executive Vice Chairman from 1st January 2021 till 31st December 2023 and payment of remuneration.
		3.	Reappointment of Mr. M. S. Gilotra, Managing Director from 1st January 2021 till 31st December 2023 and payment of remuneration.
		4.	To provide loan/ advances to Gujarat Sidhee Cement Ltd (GSCL) to the extent of Rs.10 Crores outstanding at any given point of time at the interest rate of 9% OR SBI prevailing bank rate +2% whichever is lower (per annum) to be utilized for the principal business of GSCL.
2018-19	21.08.2019	1.	Ratification of Cost Auditors remuneration to be paid to M/s. V. J. Talati & Co., Cost Accountants for the Financial Year ending 31st March, 2020.
		2.	Approval for continuation of holding of office by Mr. B. P. Deshmukh (DIN: 00002357) as a Non-Executive Independent Director of the Company beyond the age of 75 years.
		3.	Approval for continuation of holding of office by Mr. Jayant Godbole (DIN: 00056830) as a Non-Executive Independent Director of the Company beyond the age of 75 years.
		4.	Approval for Related Party Transactions (RPT) pursuant to Section 188 of the Companies Act, 2013 and rules made there-under and applicable SEBI (LODR) Regulations, 2015.
2017-18	14.08.2018	1.	Appointment of M/s. Manubhai & Shah LLP, Chartered Accountants, (Firm Registration No. 106041W /W100136) as Statutory Auditor of the Company for the Financial Year 2018-19 and up to Financial Year 2021-2022.
		2.	Ratification of Cost Auditors remuneration to be paid to M/s. V. J. Talati & Co., Cost Accountants for the Financial Year ending 31st March, 2019.
		3.	Re-appointment of Mr. S. V. S. Raghavan (DIN:00111019) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April, 2019 to 31st March, 2024.
		4.	Re-appointment of Mr. M. N. Rao (DIN:00027131) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April, 2019 to 31st March, 2024.
		5.	Re-appointment of Mr. K. N. Bhandari (DIN:00026078) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April, 2019 to 31st March, 2024.
		6.	Re-appointment of Mr. B. P. Deshmukh (DIN:00002357) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April, 2019 to 31st March, 2024.
		7.	Re-appointment of Mr. Jayant N. Godbole (DIN:00056830) as an Independent Director of the Company for another term of five consecutive years with effect from 1st April 2019 to 31st March 2024.

Policy and Procedure for Enquiry in case of leak of Unpublished Price Sensitive Information or Suspected leak of Unpublished Price Sensitive Information

The Company has a policy for enquiry in case of leak of Unpublished Price Sensitive Information or Suspected leak of Unpublished Price Sensitive Information. The said policy is available at web-link http://scl.mehtagroup.com/policy/policy-and-procedure-for-enquiry-in-case-of-leak-of-upsi

Policy and Procedure for sharing of Unpublished Price Sensitive Information for Legitimate Purpose

The Company has a policy for sharing of Unpublished Price Sensitive Information for Legitimate purposes. The said policy is available at web-link http://scl.mehtagroup.com/policy/codes-of-fair-disclosure-and-conduct

Policy on Prohibition, Prevention and Redressal of Sexual Harassment of Women at Workplace

The Company has in place, a formal policy on Prohibition, Prevention and Redressal of Sexual Harassment of Women at Workplace (the Policy) and matters connected therewith or incidental thereto covering all the aspects as contained under the "The Sexual Harassment of Women at Workplace (Prohibition, Prevention and Redressal) Act, 2013" notified by the Government of India vide Gazette Notification dated 23rd April 2013. Detailed mechanism has been laid down in the policy for reporting of cases of sexual harassment to 'Internal Complaints Committee' constituted under this policy comprising senior officials (including senior women employee) of the Company and an independent member from NGO, for conducting of inquiry into such complaints, recommending suitable action during the pendency and/or completion of the inquiry including strict disciplinary action including termination of the services.

MEANS OF COMMUNICATION:

The quarterly, half-yearly and yearly financial results of the Company are sent to the Stock Exchanges immediately after these are approved by the Board. These results are published in Jaihind, Rajkot Edition in Gujarat and in Business Standard, Ahmedabad & Mumbai. The Company has not sent the half yearly report to each household of shareholders. The Company has not made any presentation to the Institutional Investors or Analysts. These results are simultaneously posted on the website of the Company at http://scl.mehtagroup.com/investors/financials and Electronic Data Information Filing and Retrieval website maintained by SEBI.

GENERAL SHAREHOLDERS INFORMATION:

Audited results for the current Financial Year ended 31st March 2021	29th May 2021
Board Meeting for consideration of	Quarter I (ended 30.6.2020)	06.08.2020
unaudited results	Quarter II (ending 30.9.2020)	07.11.2020
	Quarter III (ending 31.12.2020)	02.02.2021
Annual General Meeting is proposed to be held	Tuesday, 21st September 2021
Date of Book closure	Wednesday the 15th September 2021 to Tuesday the 21st September 2021 (both days inclusive)

Penalties & Strictures

No strictures or penalties have been imposed on the Company by the Stock Exchanges or by the Securities and Exchange Board of India or by any statutory authority on any matters related to capital markets during the last three (3) years.

Related Party Transactions

The details of all transactions with related parties are placed before the Audit Committee and Board. The Company has a policy on dealing with the related party transactions. The related party transactions policy is available on the website of the Company. The web-link to the same is http://scl.mehtagroup.com/policy/ related-party-transactions-policy.

Policy for determining the Material Subsidiaries

The Company has a policy for determining the "Material Subsidiaries" in place. The said policy is available at web-link http://scl.mehtagroup.com/policy/material-subsidiary-policy.

Disclosure of Accounting Treatment

In preparation of Financial Statements, the Company has followed the Accounting Standards as specified under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, 2015 and as amended from time to time.

Disclosure on Risk Management

The Company has laid down procedures on the risk assessment and minimization procedures, which is periodically reviewed by the Company.

Code of Conduct

The Board has formulated a Model Code of Conduct for the Board Members and Senior Management of the Company. The Board members and the senior management personnel have affirmed their compliance with the code and a declaration signed by them was placed before the Board. A declaration by the Managing Director to the effect that the Board of Directors and the senior management have complied with the code of conduct forms part of this report.

CEO / CFO Certification

Certificate from the Executive Vice Chairman, Managing Director and CFO on the Audited / Unaudited Financial Statements of the Company for each quarter and annual financial results were placed before the Board.

Policy for preservation of documents

The Company has a policy for preservation of documents in place. The said policy is available at web-link http://scl.mehtagroup.com/policy/scl_policy-for-preservation-of-documents.

Policy for determination of material event and price sensitive information

The Company has a policy for determination of material events and price sensitive information in place. The said policy is available at web-link http://scl.mehtagroup.com/policy/scl_policy-for-determination-of-event.

Code of Conduct for Prohibition of Insider Trading

The Company has a policy for Prohibition of Insider Trading. The said policy is available at web-link http://scl.mehtagroup.com/policy/code-of-conduct-for-insider-trading

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 Statutory ReportS

Shareholders Profile as on 31.3.2021:

Category	No. of shareholders	%	No. of shares held	%
Promoter Group Companies	9	0.07	46297653	66.31
Bodies Corporate	210	1.68	4465010	6.39
NRIs	416	3.33	182972	0.26
FIIs	4	0.03	1810	0.00
Financial Institutions	2	0.02	272737	0.39
UTI & Insurance Companies	7	0.06	192487	0.28
Banks	6	0.05	151150	0.22
Mutual Fund	1	0.00	100	0.00
Foreign Companies	1	0.00	2470000	3.54
Foreign Portfolio Investor (Corporate)	0	0	0	0
Indian Public	11855	94.76	15784456	22.61
Total	12511	100	69818375	100.00

Dematerialization of shares

As on 31.3.2021, 6,94,81,443 equity shares constituting 99.52% of the Company's total share capital were held in dematerialized form with NSDL and CDSL.

Stock Market price data for the period 2020–2021

The High, Low and Closing prices of the Company's share of the face value of Rs. 10/- each on Bombay Stock Exchange, Mumbai from April 2020 to March 2021 are as under:-

(in rupees)

| Month | High
in | Low<br>in | Closing
in ` | Volume (No. of
Shares traded) |
|----------------|--------------|-------------|-----------------|----------------------------------|
| April 2020 | 37.75 | 25.75 | 33.05 | 2,26,829 |
| May 2020 | 41.75 | 27.00 | 36.10 | 8,28,549 |
| June 2020 | 48.70 | 34.60 | 41.35 | 13,23,860 |
| July 2020 | 45.25 | 39.20 | 40.75 | 11,53,643 |
| August 2020 | 44.50 | 33.85 | 39.55 | 8,01,526 |
| September 2020 | 44.55 | 36.50 | 40.35 | 3,77,302 |
| October 2020 | 51.25 | 39.80 | 45.55 | 9,22,217 |
| November 2020 | 46.90 | 41.50 | 46.05 | 7,54,674 |
| December 2020 | 68.50 | 44.00 | 64.80 | 29,84,589 |
| January 2021 | 67.30 | 54.80 | 55.35 | 28,41,795 |
| February 2021 | 66.45 | 52.00 | 58.90 | 12,68,324 |
| March 2021 | 66.00 | 55.40 | 63.35 | 15,48,675 |

Listing of Equity Shares on Stock Exchange at

Name(s) of the Stock Exchange	Stock Code
BSE Limited	Security Code: 502175
Phiroze Jeejeebhoy Towers	ISIN: INE626A01014
Dalal Street
Mumbai 400 001

Listing Fees

The Company has paid Listing Fees for the financial year 2021-2022 to the BSE Limited where the Company's shares are listed.

Registrar & Share Transfer Agent

The Company has appointed M/s. Link Intime India Pvt Ltd as Registrar and Share Transfer Agent for transfer of securities held in physical form. The Registrar also accepts and attends to complaints of security holders. Their complaints are given top priority by them and are replied promptly.

No complaint received from the Shareholders / Investors as on 31.3.2021 is pending relating to transfer of security.

Share Transfer System

The share transfer in physical form are processed by the Registrars and Transfer Agents and the share certificates returned within a period of 15 to 20 days from the date of receipt provided that the documents are found to be in order.

The shares held in demat form are transferred electronically through the depositories, i.e. CDSL & NSDL.

Distribution of Shareholding as on 31.3.2021:

No. of equity shares held	No. of shareholders	%	No. of shares held	%
1 – 500	10534	84.20	1334577	1.91
501 – 1000	887	7.09	748661	1.07
1001 – 2000	476	3.81	754775	1.08
2001 – 3000	149	1.19	385328	0.55
3001 – 4000	79	0.63	284374	0.41
4001 - 5000	94	0.75	443983	0.64
5001 - 10000	133	1.06	986185	1.41
10001 - above	159	1.27	64880492	92.93
Total	12511	100.00	69818375	100.00

OTHER DISCLOSURES:

• 1. Details of utilization of funds raised through preferential allotment of qualified institutions placement as specified under regulation 32(1A). Nil.
• 2. A certificate from a Company Secretary in Practice that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Director of Companies by the Board /Ministry of Corporate Affairs or any such statutory authority.

The said certificate received from M/s. Ragini Chokshi & Co., practicing Company Secretaries forms part of the Directors Report as Annexure G.

3. Secretarial Compliance Report

The Company has received Secretarial Compliance Report for the year ended 31st March 2021 from M/s. Ragini Chokshi & Co, Practicing Company Secretaries, pursuant to Regulation 24A of the SEBI (LODR) Regulations, 2015 and forms part of the Directors Report as Annexure L.

4. Where the Board had not accepted any recommendation of any committee of the Board which is mandatorily required, in the relevant financial year, the same to be disclosed along with reasons thereof.

The Board has accepted all the recommendations from the Committees.

5. Total fees for all the services paid by the listed entity and its subsidiaries on a consolidated basis, to the statutory auditor and all entities in the network firm / network entity of which the statutory auditor is a part.

During the year, the Company has paid total fees of Rs.20.30 lakhs to the Statutory Auditor.

6. Disclosures with respect to demat suspense account / unclaimed suspense account.

The listed entity shall disclose the following details in its annual report, as long as there are shares in the demat suspense account or unclaimed suspense account, as applicable:

• a) Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year: None
• b) Number of shareholders who approached listed entity for transfer of shares from suspense account during the year: None
• c) Number of shareholders to whom shares were transferred from suspense account during the year: None
• d) Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year: None
• e) That the voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares: N.A.
• (g) The security of the Company was never suspended from trading during the year 2020-21.

NON-MANDATORY REQUIREMENTS:

(a) Chairman's Office:

The Corporate Office of the Company supports the Chairman in discharging the responsibilities.

Performance in comparison to broad-based indices is given below:

Indices	BSE (Sensex)	Quote at BSE (`) SCL
1 April, 2020 (Open)	29505.33	28.00
31 March, 2021 (Closed)	49509.15	63.35
Increase / (Decrease)	20003.82	35.35
% Increase / (Decrease)	67.80	126.25

Plant Location

Registered Office: Near Railway Station, Ranavav, Dist. Porbandar, Gujarat 360560.

Paint Division - Works

• (A) Plot No. E-6, M.I.D.C. Malegaon, Sinnar, Nashik 422103, Maharashtra.
• (B) Plot No. F-3/4/8/18/19/20, Industrial Area, Near JK Cement Factory, Gotan 342902, Nagaur, Rajasthan.
• (C) B/60-61, SIPCOT Industrial Estate, Gummidipoondi, Tiruvallur Chennai 601201, Tamil Nadu.

Address for correspondence

Registered Office: Near Railway Station Ranavav – 360 560 Dist: Porbandar, Gujarat.

Corporate Office

2nd Floor, N.K. Mehta International House 178 Backbay Reclamation Mumbai - 400 020. E-mail ID: scl-mum@mehtagroup.com

Shareholder correspondence should be addressed to Registrars & Transfer Agent

M/s. Link Intime India Pvt Ltd (Unit: Saurashtra Cement Limited) C 101, 247 Park, L.B.S. Marg, Vikhroli (West) Mumbai – 400 083. Tel. 022-49186000 Fax : 022-49186060 Contact Person : Mr. Satyan Desai E-mail: mumbai@linkintime.co.in

Shareholders holding shares in electronic mode should address all their correspondence to their respective Depository Participant (DP) regarding change of address, change of Bank Account / Bank nomination etc.

Mandatory requirement of PAN

Members who hold shares in physical form are advised that SEBI has made it mandatory that a copy of the PAN card of the transferee/s, members, surviving joint holders / legal heirs be furnished to the Registrars & Transfer Agent while obtaining the services of transfer, transposition, transmission and issue of duplicate share certificates.

To,

The Members of SAURASHTRA CEMENT LIMITED NR Railway Station, Ranavav Gujarat 360560

We have examined the compliance of the conditions of Corporate Governance by SAURASHTRA CEMENT LIMITED ('the Company') for the financial year ended 31st March, 2021, as stipulated in Regulations 17 to 27, clauses (b) to (i) of sub- regulation (2) of Regulation 46 and Para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "the SEBI Listing Regulations").

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations for the year ended 31st March, 2021.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Ragini Chokshi &Co. (Company Secretaries)

Ragini Chokshi (Partner) C .P. No.: 2390 ACS: 1436 UDIN: F002390C000398051

Place: Mumbai Date: 29/05/2021

(b) Shareholders Rights:

As the Company's quarterly results are published in English Newspaper having circulation all over India and in a Gujarati Newspaper widely circulated in Gujarat, the same are not sent to each Shareholder.

(c) Auditor's Opinion:

The Company's Standalone Financial Statements for the year ended 31st March 2021 does not have any qualification.

(d) Separate posts for chairperson and chief executive officer:

The position of the Chairman of the Board of Directors and the CEO are separate.

(e) Reporting of internal auditor:

The Partner of Internal Auditor reports directly to the Audit Committee.

(f) Code for Prohibition of Insider Trading:

Pursuant to the requirements of SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has adopted a "Code for Prevention of Insider Trading". The said Code of Conduct has been revised in accordance with the Securities and Exchange Board of India (Insider Trading) Regulations, 2018. The Company Secretary is the "Compliance Officer". The Code of Conduct is applicable to all Directors and designated persons as defined in the Code of Conduct.

SUBSIDIARY COMPANIES:

There is no material non-listed Indian Subsidiary Company as on 31-03-2021 requiring appointment of Independent Director of the Company on the Board of Directors of the subsidiary companies.

On behalf of the Board of Directors

Managing Director Executive Vice Chairman

M. S. Gilotra Jay M. Mehta (DIN: 00152190) (DIN: 00152072)

Place: Mumbai

Date: 29th May 2021

DECLARATION OF COMPLIANCE WITH THE CODE OF CONDUCT

As provided under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board Members and the Senior Management have confirmed compliance with the Code of Conduct and Ethics for the financial year ended 31st March 2021.

On behalf of the Board of Directors

Managing Director Executive Vice Chairman

M. S. Gilotra Jay M. Mehta (DIN: 00152190) (DIN: 00152072)

Place: Mumbai Date: 29th May 2021

Annexure-D

To,

The Board of Directors, Saurashtra Cement limited 2nd Floor, N. K. Mehta International House 178, Backbay Reclamation Mumbai 400 020.

Independent Auditor's Certificate on Employee Stock Option Plan in compliance with Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014

1. We have been requested by Saurashtra Cement Limited ("the Company") having its registered office at Near Railway Station, Ranavav 360 560, Gujarat, to certify that the Saurashtra Employees Stock Option Scheme 2017 as approved at the board meeting held on May 23, 2017 and approved at the Annual General Meeting held on July 26, 2017 is incompliance with Regulations 13 of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 ("the Regulations") as amended from time to time for the purpose of onward submission to Annual General Meeting of the Company.

Management's Responsibility

1. The Management is responsible for ensuring that the Company complies with the requirements of the Regulations and provides all relevant information in the Annual General meeting of the Company.

Auditor's Responsibility

• 1. Pursuant to the requirements of the Regulation, it is our responsibility to provide a reasonable assurance whether the Saurashtra Employees Stock Option Scheme 2017 is in compliance with the Regulations.
• 1. We conducted our examination in accordance with the Guidance Note on Reports or Certificates for Special Purposes issued by the Institute of Chartered Accountants of India (ICAI). The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI. We have not performed an audit, the objective of which would be the expression of an opinion on the financial statements, specified elements, accounts or items thereof, for the purpose of this Certificate.
• 1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance Related Services Engagements issued by ICAI.
• 1. The following documents have been furnished by the Company.
• a) Copy of the Saurashtra Employees Stock Option Scheme 2017;
• b) Copy of the special resolution passed by the shareholders of the Company at the General Meeting held on 26th July 2017;
• c) Details of eligible directors/employees, status of options granted, vested, exercised, expired alongwith the copies of minutes of Allotment Committee for allotment of shares to the directors and employees;
• d) Independent Valuation Report in respect of Fair Value of the option;
• e) Relevant ledger accounts alongwith details of accounting for options since grant of the options;
• f) In-principal approval dated 7th May 2018 from the Bombay Stock Exchange before exercise of option;
• g) Details of Approval received from Bombay Stock Exchange for listing on Stock Exchange of equity shares of the company issued pursuant to ESOP during the FY2020-21 are as under:

Annexure-C

SAURASHTRA CEMENT LIMITED

The disclosures as required as per Rule 12(9) of Companies (Share Capital and Debentures) Rules, 2014 and as per SEBI Requirements are given below:

No. of Options outstanding at the beginning of the period	12,07,854
No. of Options forfeited/lapsed during the year	-
No. of Options vested during the year	5,11,835
No. of Options exercised during the year	2,62,391
No. of shares arising as a result of exercise of options	2,62,391
Exercise Price	` 10/- per option
Option cancelled	Nil
Variation of terms of Option	None
Money realized by exercise of options	` 26,23,910/-
No. of options outstanding at the end of the year	9,45,463
No. of options exercisable at the end of the year	9,45,463

Employee wise details granted to :

Key Managerial Personnel

Name	Designation	No. of Options vested on 8th February 2019, 8th February 2020 and 8th February 2021	No. of options exercised	No of shares allotted
M. S. Gilotra	Managing Director	3,45,955	1,94,165	1,94,165
Rakesh Mehta	Chief Financial Officer	1,38,455	83,690	83,690
Sonali Sanas	Sr. Vice President-Legal & Company Secretary	79,536	26,247	26,247
Narendra Singh Director (Work)		1,79,917	30,000	30,000

Employees to whom more than 5% options granted during the year:

Name	Designation	No. of Options vested on 8th February 2019, 8th February 2020 and 8th February 2021	No. of options exercised	No of shares allotted
		Nil

Employees to whom options more than 1% of issued capital granted during the year –

Nil

Utilisation of Funds :

During the year, the Company has utilized the entire amount of Rs.26,23,910/- received towards allotment of shares to the eligible employees under Saurashtra Employee Stock Option Scheme 2017 towards working capital of the Company.

Annexure E

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto.

a. Sale / Purchase / supply of clinker and cement at the rates fixed by the Audit Committee. b. Availing, rendering services like administration, human resources and sharing of

All above transactions are at prevailing market price and at arms length basis.

• 1. Details of contracts or arrangements or transactions not at arm's length basis: Not Applicable as all contracts are at arm's length basis.
• 1. Details of material contracts or arrangement or transactions at arm's length basis:

• I. (a) Name(s) of the related party and nature of relationship: Gujarat Sidhee Cement Limited – Group Company.

  • (b) Nature of contracts/arrangements/transactions:

  • common expenses on agreed formula etc.

  • c. Brand fee for use of Brand "Hathi" as per Brand valuation report.
  • (c) Duration of the contracts/arrangements/transactions: Nil
  • (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Please refer item (b) above.
  • (e) Date(s) of approval by the Board, if any: 18th May 2020.
  • (f) Amount paid as advances, if any: NIL
  • II. (a) Name(s) of the related party and nature of relationship: Agrima Consultants International Limited – wholly owned subsidiary.
  • (b) Nature of contracts/arrangements/transactions: Utilisation of their premises by the Company for official use.
  • (c) Duration of the contracts/arrangements/transactions: On going with the approval of the Audit Committee and Board.
  • (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Please refer item (b) above.
  • (e) Date(s) of approval by the Board, if any: 18th May 2020.

Sr. No.	Date of allotment No. of shares allotted		Date of approval from BSE
1.	17/04/2020	49,535	20/05/2020
2.	17/08/2020	67,771	10/09/2020
3.	22/12/2020	1,82,620	11/01/2021

• h) Written representation from the management with respect to compliance of the conditions mentioned in the Regulations.
• 1. We have performed the following procedures:
• a) Verified the special resolutions passed by the shareholders at the Annual General Meetings is in accordance with the Regulation and resolution passed;
• b) Verified the details of options granted, vested, exercised, forfeited, expired along with copies of the Minutes of Allotment Committee for allotment of shares to the directors and employees;
• c) Verified the Calculation of Fair Value of Option from the Independent Valuer's Report;
• d) Verified the ESOP data with relevant supporting documents and records of the Company; and
• e) Reviewed the relevant provisions of the Regulations to verify compliance.
• 1. Based on information and explanation given to us and scheme, we have noted that 3rd and last trench of ESOP got vested on February 08, 2021. Further, upto financial year 2020-21 48,480 option granted have lapsed.

Opinion

1. Based on our examination, as above, and the information and explanations given to us, we report that the Company has implemented the Saurashtra Employees Stock Option Scheme 2017 in accordance with the Regulations to the extent applicable and the resolutions passed by the shareholders in the Annual General Meetings.

Restrictionon Use

1. The certificate is issued solely for the purpose of onward submission before the shareholders in the annual general meeting. This certificate should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this certificate is shown or into whose hands it may come without our prior consent in writing. M/s. Manubhai & Shah LLP shall not be liable to the Company, the shareholders or to any other concerned for any claims, liabilities or expenses relating to this assignment, except to the extent of fees relating to this assignment.

For Manubhai & Shah LLP

Chartered Accountants ICAI Firm Registration No. 106041W/W100136

(K C Patel)

Partner Place: Ahmedabad Membership No. 30083 Date: May 28, 2021 UDINo.: 21030083AAAACS9680

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 Statutory ReportS

Annexure-F

Disclosure pursuant to Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 relating to Directors seeking appointment / re-appointment at the 63rd Annual General Meeting:

Name of Director	Mr. Hemnabh R. Khatau
Date of Birth	27th February 1961
Date of Appointment	Initially joined the Board on 25.10.2008 and was reappointed in current term on 21.8.2019
Expertise in specific General Functional area	Developing and Implementing successful strategies for growth and improving performance.
Qualification	B. A. (Engg) from Cambridge, M.Sc (UMIST)
List of outside Directorships held (Public Limited	1. Gujarat Sidhee Cement Limited.
Companies)	2. Agrima Consultants International Limited.
Chairman/ Member of the Committee of the Board of Directors of the Company	Nil
Chairman / Member of the Committee of Directors of other Public Limited Companies in which he/ she is a Director	Nil
a) Audit Committee	Nil
b) Members Committee	Nil
Shares held by the Directors in the Company	Nil

	(f)	Amount paid as advances, if any.
		NIL
III.	(a)	Name(s) of the related party and nature of relationship:
		Mehta Private Limited – Group Company
	(b)	Nature of contracts/arrangements/transactions:
		Utilisation of their residential premises as guest house for stay of Directors / Senior Executives / Consultants of the Company.
	(c)	Duration of the contracts/arrangements/transactions:
		On going with the approval of the Audit Committee and Board.
	(d)	Salient terms of the contracts or arrangements or transactions including the value, if any:
		Please refer item (b) above.
	(e)	Date(s) of approval by the Board, if any:
		18th May 2020.
	(f)	Amount paid as advances, if any.
		NIL

On behalf of the Board of Directors

M.S.Gilotra Jay Mehta

Place : Mumbai Managing Director Executive Vice Chairman Dated : 29th May, 2021 (DIN: 00152190) (DIN:00152072)

Annexure H

Information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:

a. Ratio of the remuneration of each Director / KMP to the median remuneration of all the employees of the Company for the Financial Year:

Median remuneration of all the employees of the Company for the Financial Year 2020-21	593514
Percentage increase in the median remuneration of employees in the Financial Year	11.41%
Number of permanent employees on the rolls of the Company as on 31st March 2021	364

Name of Director and KMP	Ratio of remuneration to median remuneration of all employees (a)	% increase in remuneration in the Financial Year 2020-2021	Notes
Executive Director
Mr. Jay Mehta, Executive Vice Chairman	54.18 : 1	0.22%
Mr. M. S. Gilotra, Managing Director	43.24 : 1	0.09%	(#) & (@)
Other KMPs
Mr. Rakesh Mehta, Chief Finance Officer	15.28 : 1	9.16%	(@)
Ms. Sonali Sanas, Sr. Vice President (Legal) & Company Secretary	11.40: 1	16.31%	(@)

• (a) The ratio of remuneration to the median remuneration is based on the remuneration paid during the period 1st April 2020 to 31st March 2021.
• (#) In accordance with all applicable approvals; includes annual increments and payment of HRA in place of rent free accommodation.
• (@) Employees who were granted and exercised options in the form of ESOPs in the year 2020-21 are not included else the data would have been non-comparable.
• b. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last Financial Year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

The average percentage increase in the remuneration of employees is around 10.94%. Average increase in the remuneration of the employees other than the Managerial Personnel and that of the managerial personnel is in line with the industry practice and is within the normal range.

c. The remuneration is as per the remuneration policy of the Company.

Annexure-G

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To, The Members of SAURASHTRA CEMENT LIMITED NR Railway Station, Ranavav Gujarat 360560

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of SAURASHTRA CEMENT LIMITED having CIN L26941GJ1956PLC000840 and having registered office at NR Railway Station Ranavav Gujarat 360560 (hereinafter referred to as 'the Company'), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my/our opinion and to the best of my/our information and according to the verifications (including Directors Identification Number (DIN) status at the portal (www.mca.gov.in) as considered necessary and explanations furnished to me / us by the Company & its officers, I/We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March, 2021 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

Sr.	Name of Director	DIN	Date of Appointment in
No.			Company
1.	Baburao Deshmukh Prataprao	00002357	30/08/2012
2.	Kailash Nath Bhandari	00026078	28/10/2005
3.	Muttavarapu Nageswara Rao	00027131	15/10/2004
4.	Jayant Narayan Godbole	00056830	28/04/2008
5.	Bimal Ramesh Thakkar	00087404	29/04/2009
6.	Bhagyam Ramani	00107097	30/05/2014
7.	Hemang D Mehta	00146580	15/10/2004
8.	Jay Mahendra Mehta	00152072	15/10/2004
9.	Mohinderpal Singh Gilotra	00152190	01/01/2009
	10. Mahendra Nanjibhai Mehta	00632865	15/10/2004
	11. Hemnabh Ranvir Khatau	02390064	25/10/2008
	12. Ashwani Kumar	02870681	13/02/2019

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Ragini Chokshi & Co. Ragini Chokshi (Partner) C.P.No: 1436 Place: Mumbai FCS No: 2390 Date: 19/05/2021 UDIN:F002390C000343731

• (e) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and as amended from time to time;
• (f) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations,2008 and as amended from time to time - (Not applicable as the Company has not issued any debt securities during the period under review)
• (g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client- (Not applicable as the Company is not registered as Registrar to an Issue and Share Transfer Agent during the financial year under review)
• (h) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009- (Not applicable as the Company has not delisted its equity shares from any stock exchange during the period under review)
• (i) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998- Not applicable as the Company has not bought back any of its securities during the period under review.

We have relied on the representation made by the Company and its Officers for systems and mechanism formed by the Company for compliances under other applicable Acts, Laws and Regulations to the Company. We are of the opinion that the management has complied with the following laws specifically applicable to

the Company:

• 1. The Mines Act, 1952 and Mines Rules 1955.
• 1. Metalliferous Mines Regulation (MMR-1961).
• 1. The Limestone & Dolomite Mines Labor Welfare Fund Act, 1972 & Rules 1973.
• 1. Mineral Conservation & Development Rules 2017.
• 1. Cement Cess Rule, 1993
• 1. Cement (Quality Control) Order, 2003

Based on the Compliance Certificates obtained by the Company from the various functional heads and Factory Managers, we relied on the Compliances of the above mentioned statutes.

We have also examined compliance with the applicable clauses of the following:

• (i) Secretarial Standards issued by The Institute of Company Secretaries of India.
• (ii) The Listing Agreements entered into by the Company with Stock Exchanges as specified in the Securities Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Annexure I

FORM NO MR-3

SECRETARIAL AUDIT REPORT

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014] FOR THE PERIOD 01-04-2020 TO 31-03-2021

To, The Members, SAURASHTRA CEMENT LIMITED Near Railway Station, Ranavav - 360 560 Porbandar, Gujarat

I/We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by SAURASHTRA CEMENT LIMITED (hereinafter called the company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of SAURASHTRA CEMENT LIMITED books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has during the audit period covering 1st April, 2020 to 31st March, 2021 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by SAURASHTRA CEMENT LIMITED for the audit period 1st April, 2020 to 31st March, 2021 according to the provisions of:

• (i) The Companies Act, 2013 (the Act) and the rules made thereunder as amended from time to time;
• (ii) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
• (iii) The Depositories Act, 1996 and the Regulations and Bye-laws Framed thereunder
• (iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial borrowings- (Not Applicable to the Company during the Audit Period)
• (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):-
• (a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as amended from time to time;
• (b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,2011 and as amended from time to time;
• (c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 and as amended from time to time;
• (d) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,2009 and as amended from time to time; (Not Applicable to the Company during the Audit Period)

Annexure J

ANNUAL REPORT ON CSR ACTIVITIES

1. Brief outline on CSR Policy of the Company:

Corporate Social Responsibility (CSR) is a broad concept that can take many forms depending on the company and industry. Through CSR programs, philanthropy, and volunteer efforts, businesses can benefit society while boosting their brands.

As important as CSR is for the community, it is equally valuable for a company. CSR activities can help forge a stronger bond between employees and corporations, boost morale and help both employees and employers feel more connected with the world around them.

Your Company has always laid emphasis on progress with social commitment. Your Company believes strongly in its core values of empowerment and betterment of not only the employees but also its communities around. Your Company has undertaken projects in the area of promoting education, healthcare, environment sustainability, rural development etc. These projects are in accordance with Schedule VII of the Companies Act, 2013 and the Company's CSR policy.

2. Composition of CSR Committee:

Sl. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1.	Mr.Jay Mehta	Executive Vice Chairman	1	1
2.	Mr. Jayant Godbole	Independent Director	1	1
3.	Mr. Bimal Thakkar	Independent Director	1	1
4.	Mr. M.S. Gilotra	Managing Director	1	1

1. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.

The Composition of the CSR Committee is available at http://scl.mehtagroup.com/committee and CSR Policy is available at http://scl.mehtagroup.com/policy/csr-policy

• 1. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report). Not applicable
• 1. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any

Sl. No.	Financial Year	Amount available for set-off from preceding financial years (in `)
1
2		Not applicable
3
	TOTAL

Amount required to be set- off for the financial year, if any (in `)

Majority decision is carried through while the dissenting members' views are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period the company has following specific events or actions which might have a bearing on the company's affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.

• 1. The Share Allotment Committee of the Board of Directors has allotted 49,535 Equity Shares at the face value of ` 10/- each on 17th of April, 2020 to employees eligible under "Saurashtra Employee Stock Option Scheme 2017" pursuant to the options exercised by them.
• 1. The Share Allotment Committee of the Board of Directors has allotted 67,771 Equity Shares at the face value of ` 10/- each on 17th of August, 2020 to employees eligible under "Saurashtra Employee Stock Option Scheme 2017" pursuant to the options exercised by them.
• 1. The Share Allotment Committee of the Board of Directors has allotted 1,82,620 Equity Shares at the face value of ` 10/- each on 22nd December, 2020 to employees eligible under "Saurashtra Employee Stock Option Scheme 2017" pursuant to the options exercised by them.
• 1. Scheme of Amalgamation of a promoter company, Parsec Enterprises Pvt. Ltd. (PEPL) with the Company was in the process of approval by NCLT during the audit review period. However, NCLT approved the scheme of amalgamation vide its order dated 26th of April, 2021. The appointed date is 1st of April, 2020 and the Scheme will be effective from the last date on which the order approving the NCLT scheme is filed by PEPL or the company with the ROC.
• 1. Declaration of Interim Dividend of 1 (Rupee one only) per share on 6,98,18,375 equity shares of 10/ each fully paid up was approved in the Board Meeting held on 2nd of February, 2021.

For Ragini Chokshi & Co. Ragini Chokshi (Partner) C.P.No: 1436 Place: Mumbai FCS No: 2390 Date: 19/05/2021 UDIN: F002390C000343588

(c)		Details of CSR amount spent against other than ongoing projects for the financial year:
-----	--	-----------------------------------------------------------------------------------------	--	--	--	--	--

(1)	(2)	(3)	(4)		(5)	(6)	(7)		(8)
Sl. No.	Name of the Project	Item from the list of activities in schedule VII to the Act	Local area		Location of the project	Amount spent for	Mode of implemen		Mode of implementation - Through implementing agency
			(Yes/ No)	State	District	the project (in ` lakhs)			tation -Direct (Yes/No)	Name	CSR registration number
1.	Health Care Project	PM Cares Fund for COVID 19	Yes	Gujarat		50.00	Yes	N.A.	N.A.
2.	Educational activities	Running of Schools, extra coaching classes to under privileged students nearby areas, distribution of educational kits, cementing the areas for prayer and assembly in the school, distribution of water bottles, Donation to NGOs, Social Organization, Educational Institutions, Arya Kanya Gurukul for development of educational activities.	Yes		Gujarat Porbandar	21.84	Yes	N.A.	N.A.
3.	Rural Development Project	Desilting work carried n Bilganga River between Hanumangh checkdam and Ashiyapat Checkdam under Sujlam Suflam Jal Abhiyan 2020 undertaken by the Government of Gujarat.	Yes		Gujarat Porbandar Ranavav Taluka	5.29	Yes	N.A.	N.A
	TOTAL					77.13
	(d) (e) (f) (g)	Amount spent in Administrative Overheads - Nil Amount spent on Impact Assessment, if applicable- Nil Total amount spent for the Financial Year - (8b+8c+8d+8e) Rs.77.13 lakhs Excess amount for set off, if any
Sl.	Particular								Amount

Sl. No.	Particular	Amount (in ` in lakhs.)
(i)	Two percent of average net profit of the company as per section 135(5)	77.13
	(ii) Total amount spent for the Financial Year	77.13
	(iii) Excess amount spent for the financial year [(ii)-(i)]	Nil
	(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any	Nil
	(v) Amount available for set off in succeeding financial years [(iii)-(iv)]	Nil

• 1. Average net profit of the company as per section 135(5). ` 3856.32 lakhs
• 1. (a) Two percent of average net profit of the company as per section 135(5) ` 77.13 lakhs
• (b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years. Nil
• (c) Amount required to be set off for the financial year, if any. Nil
• (d) Total CSR obligation for the financial year (7a+7b- 7c).

` 77.13 lakhs

1. (a) CSR amount spent or unspent for the financial year:

Total Amount	Amount Unspent (in `)
Spent for the Financial Year. (in `)	Unspent CSR	Total Amount transferred to Account as per section 135(6).		Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5).
	Amount.	Date of transfer.	Name of the Fund	Amount.	Date of transfer.
77.13 lakhs	N.A.	N.A.	N.A.	N.A.	N.A.

(b) Details of CSR amount spent against ongoing projects for the financial year:

(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)	(10)		(11)
Sl. No.	Name of the Project	Item from the list of activities in Schedule VII to the Act	Local area (Yes/ No)	Location of the project	Project duration	Amount allocated for the project (in ) | Amount<br>spent in<br>the current<br>financial<br>Year (in)	Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in `)	Mode of Implemen tation Direct (Yes/ No).		Mode of Implemen tation - Through Implemen-ting Agency
				State. District.						Name	CSR Registra tion number.
1.
2.
3.
	TOTAL					Not applicable

Annexure K

DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO AS PRESCRIBED UNDER RULE 8(3) OF THE COMPANIES (ACCOUNTS) RULES, 2014.

A. CONSERVATION OF ENERGY:

• a) Steps taken or impact on Conservation of Energy:
• 1. Replacement of Hurricanes in Raw Mill.
• 1. Replacement of 13 nos various rating motors with IE3 motors.
• 1. Replacement of old windows AC with 12 numbers high efficient tower air conditioners.
• 1. Installation of 4x75 Kvar APFC panel.
• 1. Installation of 600kw voltage stabilizer for colony power.
• 1. Installation of Solar daylight pipe system.
• 1. Provided 3 numbers 132 kw VFD in kiln coal firing blower.
• 1. Installation of MV drive in boiler feed pump.
• 1. Installation of dry FLY ASH feeding system in Cement Mill-3.
• 1. Replacement of girth gear with pinion in cement mill no.1
• 1. Replacement of cement mill no.2 liner, conversion to semi boltless liners in 2nd chamber.
• b) Steps taken by the Company for utilising alternate sources of energy:
• Installation of Liquid AFR Tank in ILC.
• c) The capital investment on energy conservation equipment:
• Capital invested for items mentioned in (a) and (b) above during the year was Rs.515 lakhs.

B. TECHNOLOGY ABSORPTION:

• a) Efforts made towards technology absorption:
• 1. Conversion of coal mill no.2 drive to Torsion shaft with antifriction bearing.
• 1. Installation of modified roller with housing in kiln pier 1&3.
• 1. Replacement of ILC elevator gear box with higher safety factor.
• 1. Installation of weigh feeders for gypsum circuit in cement mill no. 2&3.
• 1. Installation of new kiln inlet analyser.
• 1. Automation of pack slips distribution.
• 1. Development of paperless system for dispatch advice slip.
• 1. Trials for various combination of coal and petcoke along with change in raw mix to reduce the cost.

9. (a) Details of Unspent CSR amount for the preceding three financial years:

Sl. No.	Preceding Financial Year.	Amount transferred to Unspent CSR	Amount spent in the reporting		Amount transferred to any fund specified under Schedule VII as per section 135(6), if any.		Amount remaining to be spent in
		Account under section 135 (6) (in ) | Financial<br>Year (in).	Name of the Fund	Amount (in ) | Date of<br>transfer. | succeeding<br>financial<br>years. (in)
1.	2017-18
2.	2018-19				Not Applicable
3.	2019-20
	TOTAL

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):

(1)	(2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
Sl. No.	Project ID.	Name of the Project.	Financial Year in Which the project was commenced.	Project duration.	Total amount allocated for the project (in ) | Amount<br>spent on<br>the project<br>in the<br>reporting<br>Financial<br>Year (in)	Cumulative amount spent at the end of reporting Financial Year. (in `)	Status of the project Completed / Ongoing.
1.
2.					Not applicable
3.
	TOTAL

1. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year (asset-wise details). – Not applicable

2. (a) Date of creation or acquisition of the capital asset(s). N.A.

3. (b) Amount of CSR spent for creation or acquisition of capital asset. N.A.
4. (c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.

N.A.

(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset).

N.A.

1. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5).

N.A.

Jay Mehta M. S. Gilotra Place :Mumbai Chairman-CSR Committee Managing Director Date : 29th May, 2021 DIN: 00152072 DIN: 00152190

Annexure L

SECRETARIAL COMPLIANCE REPORT

OF SAURASHTRA CEMENT LIMITED FOR THE YEAR ENDED MARCH 31, 2021

[Under Regulation 24A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015]

We have examined:

• (a) all the documents and records made available to us and explanation provided by SAURASHTRA CEMENT LIMITED ("the listed entity")
• (b) the filings/ submissions made by the listed entity to the stock exchanges
• (c) website of the listed entity,
• (d) any other document/ filing, as may be relevant, which has been relied upon to make this certification,

For the year ended March 31, 2021 ("Review Period") in respect of compliance with the provisions of:

• (a) The Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued thereunder; and
• (b) the Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India ("SEBI");

The specific Regulations, whose provisions and the circulars/guidelines issued thereunder, have been examined, include:-

• (a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time;
• (b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time; (Not Applicable to the Company during the Audit Period)
• (c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as amended from time to time;
• (d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not Applicable to the Company during the Audit Period);
• (e) Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 as amended from time to time;
• (f) Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not Applicable to the Company during the Audit Period)
• (g) Securities and Exchange Board of India (Issue and Listing of Non-Convertible and Redeemable Preference Shares) Regulations,2013; (Not Applicable to the Company during the Audit Period)
• (h) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 as amended from time to time; and based on the above examination, We hereby report that, during the Review Period:

• (a) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder, except in respect of matters specified below:-

• b) Benefits derived like product improvement, cost reduction, product development or import substitution:

• 1. Reduction in power consumption.
• 1. Improvement in quality.
• 1. Improvement in reliability.
• c) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)

Nil

d) Expenditure incurred on Research and Development (R&D) Expenditure incurred Rs.295 lakhs

C. FOREIGN EXCHANGE EARNINGS AND OUTGO:

Total Foreign Exchange used and earned.

	Current Year	Previous Year
	2020-21	2019-20
	(in Lacs) | ( in Lacs)
Foreign Exchange earned	542.75	1,890.70
Foreign Exchange used	9,064.41	9,749.39

Sr. No	Compliance Requirement (Regulations/ circulars/guidelines including specific clause)		Deviations	Observations/ Remarks of the Practicing Company Secretary
		Not Applicable during the year under review
(b)	The listed entity has maintained proper records under the provisions of the above Regulations and circulars/ guidelines issued thereunder in so far as it appears from my/our examination of those records.
(c)	The following are the details of actions taken against the listed entity/its promoters/ directors/ material subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under the aforesaid Acts/Regulations and circulars/guidelines issued thereunder:
Sr. No	Action taken by	Details of violation	Details of actions taken E.g. fines, warning letter, debarment, etc	Observations/ remarks of the Practicing Company Secretary
		Not Applicable during the year under review
(d)	The listed entity has taken the following actions to comply with the observations made in previous reports:
Sr.No	Observations of the Practicing Company Secretary in the previous reports	Observations made in the secretarial compliance report for the year ended… (The years are to be mentioned)	Actions taken by the listed entity, if any	Comments of the Practicing Company Secretary on the actions taken by the listed entity
		Not Applicable during the year under review

For Ragini Chokshi & Co.

Ragini Chokshi

(Partner) Membership No: 2390 Place: Mumbai CP No: 1436 Date: 19/05/2021 UDIN:F002390C000343643

INDEPENDENT AUDITOR'S REPORT ON STANDALONE FINANCIAL STATEMENTS

To

The Members of Saurashtra Cement Limited

Report on the Audit of Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Saurashtra Cement Limited ('the Company'), which comprise the Balance Sheet as at March 31, 2021, the Statement of Profit and Loss (including other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended and a summary of significant accounting policies and other explanatory information (herein after referred to as 'standalone financial statements').

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2021, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the general key audit matters to be communicated in our report.

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

• Our audit procedures include the following substantive procedures:
• Obtained the details of assets and expenditure incurred in respect of expansion project.
• Carried out physical verification of the assets and assessed their condition.
• Discussed with senior management about their plan for utilization of the assets at a later date and relevant documents in relations thereto.
• Perused the valuation report of the valuation expert and reviewed underlying assumptions on the basis of which valuation has been made.
• Verified the working of the amount of provision made for impairment of the assets.
• Verified that accounting treatment / disclosure in respect of impairment of assets is in accordance with Ind AS 36 "Impairment of Assets".

Key Audit Matter	Auditor's Response	Key Audit Matter	Auditor's Response
Recognition of Deferred Tax Assets		Impairment of Capital Work in Progress (CWIP)
The Company has recognized Deferred Tax Assets on tax credit (MAT) which involves significant judgment to determine whether there will be reasonable certainty of taxable income against which the tax credit will be utilized. We have considered this matter to be key audit matter considering the materiality of amount of tax credit, significant judgement involved in estimating future taxable income against which such assets can be realized. Refer Note Nos 18 & 40 to the Standalone Financial Statements	Our audit procedures include the following substantive procedures: - Obtained details of completed tax assessments up to year ended March 31, 2021 from management. - We involved our internal experts to review management's underlying assumptions regarding availability of tax credit in the light of the provisions of the Income Tax Act, 1961. - We evaluated the estimates of profitability made by the management on the basis of which it is considered that the company will have sufficient taxable income against which tax credit will be utilized. - Verified that recognition of such assets is made in accordance with Ind AS 12 "Income Taxes".	The company has incurred the expenditure of 8,107.17 Lakhs on expansion project in earlier<br>years. The expenditure comprised of cost of<br>imported plant & machineries (including related<br>stores and spares), civil work and pre-operative<br>expenses (including interest capitalized). Balance<br>of 7,892.10 Lakhs on March 31, 2021 is shown under Capital Work in Progress in balance sheet. The project was suspended in the year 2005. However, the company intends to install the assets at a later date, depending upon the market condition. For this purpose company has got the evaluation and valuation of assets done by a project consultant. Based on the report of the consultant, the total value of assets is estimated at ` 4,584.00 lakhs.	procedures:
Uncertain tax position under Indirect Tax Laws The company has material tax litigations pending under various indirect tax laws. The litigation involves significant judgement to determine the possible outcome based on which accounting treatment is given to the disputed amount. We have considered these matters to be key audit matter given the magnitude of potential outflow of economic resources and uncertainty of potential outcome. Refer Note Nos 22 & 33 to the Standalone Financial Statements	Our audit procedures include the following substantive procedures: - Obtained the details of uncertain tax position and gained understanding thereof. - Read and analyzed relevant communication with the authorities and legal consultants. - We have perused the opinion of legal consultant obtained by the management on possible outcome of the litigation. - Discussed with senior management and evaluated management's assumptions regarding provisions made. - Verified that accounting treatment / disclosure in respect of pending litigations is in accordance with Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets".	This value is higher than the carrying value at 3,294.32 lakhs of these assets and the company<br>has continued provision for impairment of<br> 4,597.78 lakhs as at March 31, 2021. We have considered this matter to be key audit matter considering the significant judgement involved in valuation of assets for the purpose of determining Impairment and materiality of amount involved. Refer Note No 2 to the Standalone Financial Statements

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance, total comprehencive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate implementation and maintenance of accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our

Key Audit Matter Auditor's Response

Estimation of Incentives to customers

The Company sells its products through various channels such as dealers and commission agents; (customers) and provides incentives to them in the form of rebate, discount etc. under various marketing schemes.

With regard to the determination of revenue, the management is required to make significant estimates in respect of the followings:

• The incentives linked to sales, which will be given to the customers pursuant to schemes offered by the Company;
• Benefits offered by the dealers to the ultimate consumers is also considered on behalf of the

As per the accounting policy of the Company, the revenue is recognised upon transfer of control of goods to the customer and net of rebate/discount/ incentives based on the scheme. This requires an estimation of the revenue taking into consideration these incentives. - Tested the inputs used in the estimation of - Ensured the completeness of liabilities recognised

company. The matter has been determined to be a key audit matter in view of volume and complexities in working as well as the involvement of significant

estimates by the management.

Refer Note No 22 to the Standalone Financial

Our audit procedures include the following substantive

procedures:

• Obtained an understanding from the management with regard to controls relating to recording of incentives and period end outstanding value of performance obligations and tested the operating

effectiveness of such controls.

revenue in context of incentives.

by evaluating the parameters for the schemes.

Statements. Information Other than the Financial Statements and Auditor's Report Thereon

• Verified the authorisation for schemes for incentives.

• Analysed past trends by comparing actuals with the estimates of earlier periods.

• Verified that accounting treatment is in accordance with Ind AS 115 "Revenue from Contracts with

Customers".

Based on the above procedures, we did not identify any significant deviation to assessment made by management in respect of estimation of liabilities for incentives.

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Board's Report including Annexures to Board's Report and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

• • (i) The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial statements – Refer Note 33 to the Standalone Financial statements.
• (ii) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
• (iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2021.
• 1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government in terms of section 143 (11) of the Act, we give in the Annexure B, a statement on the matters specified in the paragraphs 3 and 4 of the order

For, Manubhai & Shah LLP Chartered Accountants ICAI Firm Registration No. 106041W /W100136

(K C Patel) Partner Place: Ahmedabad Membership No. 30083 Date: May 29, 2021 UDIN: 21030083AAAACV6364

opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

• 1. As required by Section 143 (3) of the Act, we report that:
• a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
• b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
• c) The Balance Sheet, the Statement of Profit and Loss, the Statement of Changes in Equity and the statement of Cash Flows dealt with by this Report are in agreement with the books of account.
• d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014.
• e) On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
• f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.
• g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, we report that,in our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its Managing and Executive Directors during the year is in accordance with the provisions of section 197 of the Act.
• h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

• 1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
• 2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
• 3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial control system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For, Manubhai & Shah LLP Chartered Accountants ICAI Firm Registration No. 106041W /W100136

(K C Patel) Partner Place: Ahmedabad Membership No. 30083 Date: May 29, 2021 UDIN: 21030083AAAACV6364

Annexure - A

TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under "Report on Other Legal and Regulatory Requirements" section of our report to the members of Saurashtra Cement Limited of even date)

Report on the Internal Financial Controls over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

In conjunction with our audit of the Standalone Financial statements of Saurashtra Cement Limited (The Company) as of and for the year ended March 31, 2021, we have also audited the internal financial controls over financial reporting of the Company.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India ('ICAI'). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that:

(b) According to the information and explanations given to us and the records of the Company examined by us, the details of disputed statutory dues of Income Tax, Service Tax, Sales Tax, Value Added Tax, Excise Duty and other material statutory dues which have not been deposited as at March 31, 2021 on account of dispute are as under:

Name of the Statute	Nature of the	Amount	Year to which	Forum where dispute is
	Dues	(` In Lakhs)*	amount relates	pending
Central Excise Act,	Excise Duty	174.05		2006-07 & 2007-08 High Court of Gujarat
1944		1,142.89	2007-08 to 2016-17	CESTAT
			405.57 2009-10 to 2013-14 CESTAT
Customs Act 1962	Custom Duty	1,301.28	2011-12 & 2012-13	CESTAT
Gujarat Sales Tax	Sales Tax	2.09	2005-06	Jt.Commissioner,
Act, 1969				Commercial Tax, Rajkot

* Amount Includes the amount of Interest to the extent provided by the Company in the books of account.

• (viii) To the best of our knowledge and according to information and explanations given to us, the Company has not defaulted in the repayment of loans to banks. The Company has not taken any loans either from financial institution or Government or has not issued any debentures.
• (ix) The Company has raised money by way of Term Loan from Banks and the proceeds were applied for the purposes for which those are raised. The Company has not raised moneys by way of initial public offer or further public offer (Including debt instruments).
• (x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the year.
• (xi) In our opinion and according to information and explanation given to us, the Company has paid/ provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
• (xii) The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the Order is not applicable to the Company.
• (xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Sections 177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
• (xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly paid convertible debentures and hence reporting requirement under paragraph 3 (xiv) of the order is not applicable to the Company.
• (xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with Directors or persons connected to directors and hence provisions of Section 192 of the Companies Act, 2013 are not applicable to the Company.
• (xvi) The Company is not required to be registered under section 45IA of Reserve Bank of India Act, 1934.

For, Manubhai & Shah LLP

Chartered Accountants ICAI Firm Registration No. 106041W /W100136

(K C Patel) Partner Place: Ahmedabad Membership No. 30083 Date: May 29, 2021 UDIN: 21030083AAAACV6364

Annexure – B

TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under "Report on Other Legal and Regulatory Requirements" section of our report to the members of Saurashtra Cement Limited of even date)

Report on the Companies (Auditor' Report) Order, 2016, issued in terms of section 143 (11) of the Companies Act, 2013('the Act') of Saurashtra Cement Limited ('the Company')

• (i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
• (b) The Company has a program of verification to cover all the items of fixed assets in a phased manner of three years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, portion of the fixed assets were physically verified by the Management during the year. According to information and explanation given to us, no material discrepancies were noticed on such verification.
• (c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties other than self-constructed immovable properties (buildings) are held in the name of Company. The self-constructed Building having Gross book value of 2,411.45 Lakhs (Net Block 120.57 Lakhs) is on the land of Gujarat Maritime Board which has given license. The present agreement is for 10 years effective from November 01, 2015 and valid upto October 31, 2025.
• (ii) Physical verification of inventory has been conducted at reasonable intervals by the management and no material discrepancies were noticed.
• (iii) (a) According to information and explanations given to us, the Company has granted unsecured loan to its subsidiary, which is a company covered in the register maintained under Section 189 of the Act. The Company has not granted any other loans, secured or unsecured, to firms, Limited Liabilities Partnerships or other parties covered under Section 189 of the Act.
• (b) In respect of aforesaid loan, the rate of interest and terms of repayment have been stipulated. Considering the amount involved and the fact that is given to a subsidiary and for the purpose of which it is given, in our opinion, the same is not, prima facie, prejudicial to the interest of the Company.
• (iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of sections 185 and 186 of the Act, with respect to the loans and investments made. The company has not given any guarantee or provided any security in connection with the loan to any person or other body corporate and accordingly, the question of commenting on compliance with the provisions in respect thereof does not arise.
• (v) The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2021 and therefore, the reporting requirement under clause 3(v) of the Order are not applicable.
• (vi) We have broadly reviewed the books of account maintained by the Company in respect of cement produced by the Company where, pursuant to the rules made by the Central Government of India, the maintenance of cost records has been prescribed under sub-section (1) of Section 148 of the Act, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.
• (vii) (a) According to the information and explanations given to us and based on records of the Company examined by us, the Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees' State Insurance, Income Tax, Customs Duty, income tax deducted at source, Goods and Service Tax and other material statutory dues, as applicable.

According to the information and explanations given to us and the records of the Company examined by us, in our opinion, no undisputed amounts payable were in arrears as at March 31, 2021 for a period of more than six months from the date they became payable. As informed to us, the provisions of the Employees' State Insurance Act are not applicable to the Company.

BALANCE SHEET AS AT MARCH 31, 2021

		Note	As at March 31, 2021	As at March 31, 2020
		No.	in lakhs | in lakhs
ASSETS	NON-CURRENT ASSETS
(a) (b) (c) (d) (e) (f)	Property, Plant and Equipment Capital Work-in-Progress Right of Use Assets Intangible Assets Intangible Assets under Development Financial Assets	2 2 2 2 2	34,362.34 5,979.12 153.24 7.61 76.75	34,790.80 3,793.78 285.70 13.78 -
(g)	(i) Investments (ii) Loans (iii) Other Financial Assets Other Non-Current Assets SUB-TOTAL	3 4 5 6	760.40 220.90 50.00 2,386.95 43,997.31	353.45 258.45 51.66 2,423.02 41,970.64
	CURRENT ASSETS
(a) (b)	Inventories Financial Assets	7	5,597.35	9,965.73
(c)	(i) Trade Receivables (ii) Cash and Cash Equivalents (iii) Bank Balances other than (ii) above (iv) Loans (v) Other Financial Assets Other Current Assets SUB-TOTAL	8 9 10 11 12 13	2,901.84 411.68 18,393.20 4.65 297.53 1,076.61 28,682.86	3,435.17 826.87 9,408.82 7.75 215.19 661.23 24,520.76
	TOTAL ASSETS EQUITY AND LIABILITIES		72,680.17	66,491.40
EQUITY (a) (b)	Equity Share Capital Other Equity SUB-TOTAL	14 15	6,982.15 45,428.51 52,410.66	6,952.15 38,259.76 45,211.91
	LIABILITIES
(a) (b) (c)	NON-CURRENT LIABILITIES Financial Liabilities (i) Borrowings (ii) Lease Liabilities Provisions Deferred Tax Liabilities (Net) SUB-TOTAL	16 35 17 18	462.15 44.38 1,282.67 1,705.72 3,494.92	620.29 162.45 1,286.62 503.81 2,573.17
(a)	CURRENT LIABILITIES Financial Liabilities (i) Borrowings (ii) Lease Liabilities (iii) Trade Payables - Total Outstanding dues of Micro Enterprises and Small Enterprises - Total Outstanding dues of Creditors other than Micro Enterprises and	19 35 20	1,277.75 121.84 85.41 3,610.60	1,833.47 131.05 59.46 5,399.46
(b) (c)	Small Enterprises (iv) Other Financial Liabilities Other current liabilities Provisions (d) Current Tax Liabilities (Net) SUB-TOTAL TOTAL EQUITY AND LIABILITIES	21 22 23 24	2,416.23 8,811.70 338.46 112.60 16,774.59 72,680.17	4,019.45 6,954.87 308.56 - 18,706.32 66,491.40
	Significant Accounting Policies and Notes are an integral part of the Financial Statements 1 to 48

As per our Report of even date attached		For and on Behalf of the Board of Directors
For MANUBHAI & SHAH & LLP	Jay Mehta	Executive Vice Chairman
Chartered Accountants	M. N. Rao	Director
Firm Registration No. 106041W / W100136	M. S. Gilotra	Managing Director
	Rakesh Mehta	Chief Financial Officer
K C Patel	Sonali Sanas	Sr. Vice President (Legal) & Company Secretary
Partner
Membership No. 30083
Ahmedabad, Dated May 29, 2021	Mumbai, Dated May 29, 2021

Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2021

			For the	For the
		Note	Year ended	Year ended
		No.	March 31, 2021	March 31, 2020
			in lakhs | in lakhs
Revenue from Operations		25	67,371.22	60,818.36
Other Income		26	1,230.07	840.94
Total Income			68,601.29	61,659.30
Expenses
(a) Cost of Materials Consumed		27	7,736.29	6,107.28
(b) Changes in Inventories of Finished Goods and Work-in-Progress		28	1,569.84	(1,138.83)
(c) Employee Benefits Expense		29	4,529.00	4,516.88
(d) Finance Costs		30	437.42	467.62
(e) Depreciation and Amortisation Expenses		2	2,003.64	1,968.23
(f) Other Expenses		31	42,069.28	40,393.81
Total Expenses			58,345.47	52,314.99
Profit before Exceptional Items and tax			10,255.82	9,344.31
Exceptional Items		32	-	(1,600.00)
Profit before tax			10,255.82	7,744.31
Tax Expense		40
(a) Current tax			2,897.77	1,357.81
(b) Relating to previous years			1.99	4.92
(c) Deferred tax			117.90	720.60
Total Tax Expense			3,017.66	2,083.33
Profit for the year			7,238.16	5,660.98
Other Comprehensive Income
Items that will not be reclassified to profit or loss
(a) Remeasurement of defined benefit plan			(30.08)	(81.18)
(b) Effect of measuring Equity Instruments on Fair Value			406.95	(178.33)
(c) Income tax on (a)			10.51	28.37
Total Other Comprehensive Income for the year (net of tax)			387.38	(231.14)
Total Comprehensive Income for the year			7,625.54	5,429.84
Earnings per Equity Share of Face Value of ` 10 each :
Basic (` per share) (a)		47	10.39	8.15
(b) Diluted (` per share)		47	10.27	8.11
Significant Accounting Policies and Notes are an integral part of the Financial Statements		1 to 48
As per our Report of even date attached	For and on Behalf of the Board of Directors
For MANUBHAI & SHAH & LLP	Jay Mehta		Executive Vice Chairman
Chartered Accountants	M. N. Rao	Director
Firm Registration No. 106041W / W100136	M. S. Gilotra		Managing Director
	Rakesh Mehta		Chief Financial Officer
K C Patel	Sonali Sanas		Sr. Vice President (Legal) & Company Secretary
Partner
Membership No. 30083

Balance as at	(` In lakhs)	Total	34,004.09 5,660.98 5,429.84 4.95 297.30 (178.33) (52.81) (1.61) (1,216.29) (250.01)	38,259.76 (8.51)	38,259.76 7,238.16	406.95 7,625.54 (19.57)	1.20 (4.95) (562.80)	109.76 45,428.51		For the Year ended	For the Year ended
March 31, 2021 6,981.84			- - - - - - - -	-	-	-	- - -	- - -		March 31, 2021 in lakhs | March 31, 2020<br> in lakhs
		Equity Instruments through Other Comprehensive Income	(3,171.12) (178.33) (178.33)	(3,349.45)	(3,349.45)	406.95 406.95		(2,942.50)	Sr. Vice President (Legal) & Company Secretary CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax	10,255.82	7,744.31
									Adjustments for :
			- - - - -	-		-	- -	- -	Add: Finance Costs	437.42	467.62
Capital during the year 2020-21		Retained Earnings	16,567.31 5,660.98 5,608.17 (52.81) (1,216.29) (250.01)	20,709.18	20,709.18 7,238.16	7,218.59 (19.57)	(562.80)	7.96 27,372.93	Executive Vice Chairman Chief Financial Officer Loss on Sale / Discard of Property, Plant and Equipment (Net)	13.53	48.07
									Exceptional items	-	1,600.00
Changes in Equity Share			- - - - - - - - - -	-	-	- - -	- - -	- - -	For and on Behalf of the Board of Directors Managing Director Fair Value changes	1.12	3.16
		General Reserve	5,786.29	5,786.29	5,786.29			5,786.29	Unrealised Foreign Exchange Loss (Net)	1.03	98.39
30.00									Director Loss on Non-Current Assets held for disposal	8.01
			- - - - - - - -		-	- - -	- - -		Mumbai, Dated May 29, 2021 Share-based Payments to Employees	109.76	288.79
		Share Options Outstanding	692.50 297.30 (136.85)	844.44 (8.51)	844.44			109.76 720.30 (225.94) (7.96)	Depreciation and Amortisation Expense	2,003.64	1,968.23
		Reserves and Surplus								2,574.51	4,474.26
									Rakesh Mehta Less: Interest Income	(729.69)	(524.41)
			- - - - - - - - -	-	-	- - -	- - -	- -	M. S. Gilotra Sonali Sanas Dividend Income Excess Provisions and Trade / Other Payables Written Back	- (186.59)	(22.29) (76.59)
		Securities Premium	10,677.20 136.85	10,814.05	10,814.05			225.94 11,039.99	Jay Mehta M. N. Rao Rent concession	(0.14)
									Gain on Termination of Lease	(0.02)	(0.07)
			- - - - - - - - - -	-	-	- - -	- - -	- - -	Initial direct costs for Right of use Assets	-	(0.47)
6,951.84		Capital Reserve	737.60	737.60	737.60			737.60		(916.44)	(623.83)
March 31, 2020 Balance as at		Redemption							Operating Profit before Working Capital changes Adjustments for increase / decrease in:	11,913.89	11,594.74
		Capital Reserve	2,712.70 - - - - - - - - - -	- 2,712.70	2,712.70 -	- - -	- - -	- - -	Trade Payables, Financial Liabilities and Other Current Liabilities	(1,530.45)	226.66
								2,712.70	Provisions	(4.13)	(14.45)
									Long-term Loans and Other Non-Current Assets	31.46	7.90
		Share application money pending	1.61 - - - - - - 4.95 - - (1.61)	- 4.95	4.95 -	- - -	- 1.20 (4.95)	- - - 1.20	Inventories	4,368.38	(2,124.22)
		allotment							Trade Receivables	529.52	(1,813.00)
									Short-term Loans, Financial Assets and Other Current Assets	(371.63)	(226.28)
										3,023.15	(3,943.39)
18.11									Cash Generated from Operations	14,937.04	7,651.35
									Less: Direct Taxes Payments (Net)	(1,550.99)	(1,396.43)
Capital during the year 2019-20 Changes in Equity Share			Share Application Money received on exercise of Employee Effect of measuring Equity Instruments on Fair Value Balance at the beginning of the Reporting Period i.e. Remeasurement of defined benefit plan (net of tax)		Balance at the beginning of the Reporting Period i.e.	Effect of measuring Equity Instruments on Fair Value Remeasurement of defined benefit plan (net of tax)	Share Application Money received on exercise of Employee Dividend on Equity Shares [Refer Note 14.5(i) and 43(E)]		Net Cash Generated from Operating Activities CASH FLOWS FROM INVESTING ACTIVITIES	13,386.05	6,254.92
									Purchase of Property, Plant and Equipment	(3,944.47)	(2,366.43)
				Balance at the end of the Reporting Period i.e.				Balance at the end of the Reporting Period i.e.	W / W100136 Proceeds from Sale of Property, Plant and Equipment	63.92	50.32
			Total Comprehensive Income for the year	Unvested Employee Stock Options lapsed		Total Comprehensive Income for the year		Vested Employee Stock Options lapsed	As per our Report of even date attached Advance received against Non-Current Assets held for disposal	127.34
			Share based payments to employees					Share based payments to employees	For MANUBHAI & SHAH & LLP Increase in Bank Deposits	(8,977.52)	(2,056.36)
									Interest income on Bank Deposits	636.03	512.19
									Loan repayment received from Subsidiary	10.00	10.00
									Dividend Income	-	22.29
6,933.73									Net Cash used in Investing Activities	(12,084.70)	(3,827.99)
									CASH FLOWS FROM FINANCING ACTIVITIES
Balance as at April 01, 2019	OTHER EQUITY		Employee Stock Options exercised Stock Options, pending allotment Dividend on Equity Shares Dividend Distribution Tax Issue of Equity Shares As at April 01, 2019 Profit for the year	As at March 31, 2020	As at April 01, 2020 Profit for the year		Issue of Equity Shares	Employee Stock Options exercised Stock Options, pending allotment As at March 31, 2021	Ahmedabad, Dated May 29, 2021 Firm Registration No. 106041 Chartered Accountants Membership No. 30083 Proceeds from issue of shares on exercise of Employee Stock options	26.25	21.45
									K C Patel Proceeds from Long-term Borrowings	157.56	610.39
	B.	Particulars							Partner Repayment of Long-term Borrowings	(332.35)	(285.75)

| | For the
Year ended
March 31, 2021
in lakhs | For the<br>Year ended<br>March 31, 2020<br> in lakhs |
|----------------------------------------------------------------------------------|-------------------------------------------------------|-------------------------------------------------------|
| CASH FLOWS FROM OPERATING ACTIVITIES | | |
| Profit before tax | 10,255.82 | 7,744.31 |
| Adjustments for : | | |
| Add: Finance Costs | 437.42 | 467.62 |
| Loss on Sale / Discard of Property, Plant and Equipment (Net) | 13.53 | 48.07 |
| Exceptional items | - | 1,600.00 |
| Fair Value changes | 1.12 | 3.16 |
| Unrealised Foreign Exchange Loss (Net) | 1.03 | 98.39 |
| Loss on Non-Current Assets held for disposal | 8.01 | - |
| Share-based Payments to Employees | 109.76 | 288.79 |
| Depreciation and Amortisation Expense | 2,003.64 | 1,968.23 |
| | 2,574.51 | 4,474.26 |
| Less: Interest Income | (729.69) | (524.41) |
| Dividend Income | - | (22.29) |
| Excess Provisions and Trade / Other Payables Written Back | (186.59) | (76.59) |
| Rent concession | (0.14) | - |
| Gain on Termination of Lease | (0.02) | (0.07) |
| Initial direct costs for Right of use Assets | - | (0.47) |
| | (916.44) | (623.83) |
| Operating Profit before Working Capital changes | 11,913.89 | 11,594.74 |
| Adjustments for increase / decrease in: | | |
| Trade Payables, Financial Liabilities and Other Current Liabilities | (1,530.45) | 226.66 |
| Provisions | (4.13) | (14.45) |
| Long-term Loans and Other Non-Current Assets | 31.46 | 7.90 |
| Inventories | 4,368.38 | (2,124.22) |
| Trade Receivables
Short-term Loans, Financial Assets and Other Current Assets | 529.52 | (1,813.00)
(226.28) |
| | (371.63)
3,023.15 | (3,943.39) |
| Cash Generated from Operations | 14,937.04 | 7,651.35 |
| Less: Direct Taxes Payments (Net) | (1,550.99) | (1,396.43) |
| Net Cash Generated from Operating Activities | 13,386.05 | 6,254.92 |
| CASH FLOWS FROM INVESTING ACTIVITIES | | |
| Purchase of Property, Plant and Equipment | (3,944.47) | (2,366.43) |
| Proceeds from Sale of Property, Plant and Equipment | 63.92 | 50.32 |
| Advance received against Non-Current Assets held for disposal | 127.34 | - |
| Increase in Bank Deposits | (8,977.52) | (2,056.36) |
| Interest income on Bank Deposits | 636.03 | 512.19 |
| Loan repayment received from Subsidiary | 10.00 | 10.00 |
| Dividend Income | - | 22.29 |
| Net Cash used in Investing Activities | (12,084.70) | (3,827.99) |
| CASH FLOWS FROM FINANCING ACTIVITIES | | |
| Proceeds from issue of shares on exercise of Employee Stock options | 26.25 | 21.45 |
| Proceeds from Long-term Borrowings | 157.56 | 610.39 |
| Repayment of Long-term Borrowings | (332.35) | (285.75) |

	For the Year ended	For the Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Repayment of Short-term Borrowings (Net)	(555.72)	(763.55)
Payment of Lease Liabilities	(148.72)	(120.97)
Finance Costs Paid	(300.76)	(338.70)
Dividend Paid	(562.80)	(1,216.29)
Dividend Distribution Tax Paid	-	(250.01)
Net Cash used in Financing Activities	(1,716.54)	(2,343.43)
Net increase in Cash and Cash Equivalents	(415.19)	83.50
Cash and Cash Equivalents at the beginning of the year	826.87	743.37
Cash and Cash Equivalents at the end of the year (Refer Note 2 below)	411.68	826.87

Notes:

1 Statement of Cash Flows has been prepared under the indirect method as set out in Ind AS 7 on "Statement of Cash Flows" specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.

2 Reconciliation of Cash and Cash Equivalents as per the Statement of Cash Flows:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Balances with Banks
In Current Accounts	411.68	22.57
In Fixed Deposits (Original maturity of 3 months or less)	-	804.30
Cash and Cash Equivalents as at the end of the year (Refer Note 9)	411.68	826.87

3 Disclosure pursuant to Ind AS 7 on "Statement of Cash Flows"

Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities and financial assets arising from financial activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the Balance Sheet for liabilities and financial assets arising from financing activites, to meet the disclosure requirement.

				` in lakhs
Particulars	Opening	Cash	Non Cash	Closing
	Balance	Flows	Changes	Balance
Short Term Borrowings	1,833.47	(555.72)	-	1,277.75
Long Term Borrowings (including Current maturities)	935.99	(174.79)	-	761.20
Bank Balances other than Cash and Cash Equivalents	9,443.30	(8,977.52)	-	18,420.82

4 Purchase of Property, Plant and Equipment includes addition to Intangible Assets, Intangible Assets under Development and adjusted for movement in Capital Work-in-progress and Capital Advances.

5 Figures in bracket indicates cash outflows.

As per our Report of even date attached For and on Behalf of the Board of Directors For MANUBHAI & SHAH & LLP Jay Mehta Executive Vice Chairman Chartered Accountants M. N. Rao Director Firm Registration No. 106041W / W100136 M. S. Gilotra Managing Director

Rakesh Mehta Chief Financial Officer K C Patel Sonali Sanas Sr. Vice President (Legal) & Company Secretary

Partner Membership No. 30083 Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

Notes forming part of financial statements

1 Company Overview and Significant Accounting Policies:

A Company Overview:

Saurashtra Cement Limited (the Company) is a Public Limited Company incorporated in India, under the provisions of the Companies Act, 1956, having its registered office at Ranavav, Gujarat, India. The Company is engaged in the business of manufacturing and selling of Cement.

The financial statements for the year ended March 31, 2021 were approved by the Board of Directors and authorised for publication at their meeting held on May 29, 2021.

B Significant Accounting Policies

1.1 Statement of Compliance:

These financial statements are prepared in accordance with the Indian Accounting Standards ("Ind AS") as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 ("the Act''), amendments thereto and other relevant provisions of the Act and guidelines issued by the Securities and Exchange Board of India ("SEBI"), as applicable.

1.2 Basis of Preparation and Presentation:

a) Basis of Preparation:

• The financial statements have been prepared on a historical cost basis, except for the

following assets and liabilities:

• Certain financial assets and liabilities measured at fair value (Refer Note 1.18 being accounting policy regarding financial instruments)
• Assets held for sale measured at the lower of its carrying amount and fair value less estimated costs to sell
• Employee's Defined Benefit Plan measured as per actuarial valuation
• Assets and liabilities acquired under Business Combination (other than common control Business Combination) measured at fair value

b) Functional and Presentation Currency:

The financial statements are presented in Indian Rupees, which is the functional currency of the Company and all values are rounded to the nearest lakhs, except when otherwise

indicated.

c) Classification of Assets and Liabilities into Current/Non-current:

• i. The Company presents assets and liabilities in the Balance Sheet based on Current/ Non-current classification.
• ii. The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Company has ascertained its operating cycle as twelve months for the purpose of Current/Non-current classification of its Assets and Liabilities.
• iii. An asset is classified as Current when:
• operating cycle; or

● It is expected to be realised or intended to be sold or consumed in normal

• It is held primarily for the purpose of trading; or
• It is expected to be realised within twelve months after the reporting period; or
• It is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as Non-current.

• iv. A liability is classified as Current when:
• It is expected to be settled in normal operating cycle; or
• It is held primarily for the purpose of trading; or
• It is due to be settled within twelve months after the reporting period; or
• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as Non-current.

v. Deferred Tax Assets and Liabilities are classified as Non-current assets and liabilities.

1.3 Property, Plant and Equipment (PPE):

• i. The Company has adopted the cost model as its accounting policy for all its PPE and accordingly, the same are carried at its cost less any accumulated depreciation and/or any accumulated impairment loss. An item of PPE is recognised as an asset, if it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably.
• ii. Items such as spare parts, stand-by equipment and servicing equipment are recognised under PPE, if those meet the definition thereof and are material, else, such items are classified as inventory.
• iii. The cost comprises of purchase price (net of recoverable GST / CENVAT / value added tax / other taxes / subsidy etc.), including import duties, other non-recoverable taxes and any cost incurred directly attributable to bring the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
• iv. Items of PPE, which are not yet ready to be capable of operating in the manner intended by management are carried at cost (unless impaired) and are disclosed as "Capital Workin-progress". Pre-operative Expenditure and cost relating to borrowed funds attributable to the construction or acquisition upto the date asset is ready for use is included under Capital Work-in-Progress. The same is allocated to the respective items of PPE on its completion for satisfactory commercial commencement.

1.4 Depreciation / Amortisation:

i. Depreciation on PPE is commenced when it is available for use, i.e. when it is in the location and condition necessary for it to be capable of operating in the manner intended by the management. Depreciation (other than Jetty and Premium on Leasehold Land) is provided on the "Straight-line Method" as per the useful lives specified in Part C of Schedule II to the Companies Act, 2013 or as per technical assessment. The residual value and the useful life of an asset is reviewed at least at each financial year-end and if expectations differ from previous estimates, the change is recognised in the Statement of Profit and Loss with appropriate disclosure thereof.

Notes forming part of financial statements

and the useful life of that part is different from the useful life of the remaining asset, the Company has determined the useful life of that significant part separately ("Component Accounting"). However, if the useful life of the identified part is higher than the useful life of the related items of PPE, the life of such identified part is restricted upto the life of the related items of PPE. The Company has adopted such basis for the purpose of providing

• ii. Where the cost of a part of the asset which is significant to the total cost of the asset depreciation as per the useful life of tangible items of PPE.
• iii. Depreciation of an asset ceases at the earlier of the date, the asset is retired from active use and is held for disposal and from the date, the asset is derecognised.
• iv. Premium on leasehold land of long lease duration is not amortised, being not material.

1.5 Non-current Assets held for sale:

Items of PPE, which are retired from active use and held for disposal and where the sale is highly probable, are classified under Other Current Assets. The same are carried at the lower of their carrying amounts and fair value less estimated costs to sell. Any write-down in this regard is recognised immediately in the Statement of Profit and Loss.

1.6 Intangible Assets:

Intangible Assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets being computer software are amortised on the "Straight-line Method" over a period of three years.

Intangible assets not ready for the intended use on the date of the Balance Sheet are disclosed as "Intangible Assets under Development".

1.7 Leases:

The Company's leased assets consist of leases for buildings. The Company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense as per the terms of the lease.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are subsequently depreciated from the commencement date on a straightline basis over the shorter of the lease term and useful life of the underlying asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of Property, Plant and Equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

The lease liability is subsequently measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company's estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

1.8 Impairment of Non-financial Assets:

• i. The Company, at the end of each reporting period, assesses the carrying amounts of Non-financial Assets to determine whether there is any indication that those assets have been impaired. If any such indication exists, or when annual impairment testing for an asset is required, the recoverable amount of that asset is estimated in order to determine the extent of the impairment loss, if any.
• ii. Recoverable amount is the higher of fair value less costs of disposal and value in use. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
• iii. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in Statement of Profit and Loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
• iv. When an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in the Statement of Profit and Loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Notes forming part of financial statements

1.9 Inventories:

Inventories are valued as follows:

• i. Raw materials, Fuels, Stores and spare parts and Packing materials - At cost or net
• ii. Work-in-progress (WIP), Finished goods and Stock-in-trade - At cost or net realisable location and condition.

realisable value, whichever is lower. Cost is derived on moving weighted average basis. value, whichever is lower. Cost of Finished goods and WIP includes all direct costs and other related factory overheads incurred in bringing the inventories to their present

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to make the sale.

1.10 Revenue and Income Recognition:

A Revenue from Contracts with Customers

i. Revenue from contracts with customers for sale of goods is recognised when the Company satisfies performance obligation by transferring promised goods to the customer at an amount that reflects the consideration which the Company is expected to be entitled to in exchange for those goods. Performance obligations are satisfied at a point in time, i.e. when the customer obtains control of the goods on its

receipt.

Revenue is measured at the amount of transaction price, which is the fair value of the consideration received or receivable, stated net of discounts, returns, incentives and applicable Goods and Services Tax. Transaction price is recognised based on the price specified in the contract, net of the estimated sales rebates, discounts and incentives.

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, it does not adjust any of the transaction prices for the time value of money.

The Company operates a loyalty programme for the customers for the sale of goods. The customers accumulate points for purchases made which entitles them to avail various products. A contract liability for the award points is recognized at the time of the sale. Revenue is recognized when the points are redeemed or on expiry. "

ii. In case of Export of goods, the control of goods is transferred on receipt of Bill of

Lading / Mate Receipt.

B Other Operating Revenue - Export entitlement

Export entitlements are accounted for on export of goods, if the entitlement can be estimated with reasonable accuracy and conditions precedent to their claims are fulfilled.

ii. Dividend income from investments is recognised when the Company's right to

• C Income Recognition
• i. Claims for Insurance are accounted on certainty of acceptance thereof by the Insurer.
• receive dividend is established.
• outstanding and the effective interest rate.

iii. Interest income is recognised on a time proportion basis, by reference to the principal

1.11 Foreign Currency Transactions:

• i. Transactions in foreign currency (Monetary or Non-monetary items) are recorded at the exchange rate prevailing on the date of the transaction.
• ii. Monetary items (i.e. receivables, payables, loans etc.), which are denominated in foreign currency are translated at the spot rates of exchange of functional currency at the reporting date.
• iii. Non-monetary items which are carried at historical cost denominated in a foreign currency are translated using the exchange rates at the dates of the initial transactions.
• iv. Exchange differences arising on the settlement of monetary items or on reporting at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as income or expense in the Statement of Profit and Loss for the period in which they arise.

1.12 Employee share based payments:

• i. Equity-settled share-based payments to employees are measured at the fair value of the employee stock options at the grant date.
• ii. The fair value determined at the grant date of the equity-settled share-based payments is amortised over the vesting period, based on the Company's estimate of equity instruments that will eventually vest, with a corresponding increase in equity.
• iii. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in the Statement of Profit and Loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the equity-settled employee benefits reserve.
• iv. The dilutive effect of outstanding options is reflected as share dilution in the computation of diluted earnings per share.

1.13 Employee Benefits:

• i. Defined contribution plan: The Company's superannuation scheme and state governed provident fund scheme are defined contribution plans. The contribution paid/payable under the schemes is recognised during the year in which the employees render the related service.
• ii. Defined benefit plan Gratuity: In accordance with applicable Indian Laws, the Company provides for gratuity, a defined benefit retirement plan (""Gratuity Plan"") covering all employees. The Gratuity Plan provides a lump sum payment to vested employees, at retirement or termination of employment, an amount based on the respective employees last drawn salary and the years of employment with the Company. Liability with regard to Gratuity Plan is accrued based on actuarial valuation at the Balance Sheet date, carried out by an Actuary. The Company has an employees gratuity fund managed by the Life Insurance Corporation of India ("LIC").

Remeasurement comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined

Notes forming part of financial statements

benefit liability), is reflected immediately in the Balance Sheet with a charge or credit to retained earnings through Other Comprehensive Income (OCI) in the period in which they occur. Remeasurement is not reclassified to Statement of Profit and Loss in subsequent periods.

Past service costs are recognised in the Statement of Profit and Loss on the earlier of:

absence or absence with pay to its employees. The employees are entitled to accumulate such absences subject to certain limits, for the future encashment or absence. The Company records an obligation for compensated absences in the year in which the employees render the services that increases this entitlement. The Company measures the expected cost of compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the Balance Sheet date on the basis of an Actuarial valuation. Actuarial gains/losses are immediately

• The date of the plan amendment or curtailment and
• The date when the Company recognises related restructuring costs
• iii. Compensated Absences: As per policy of the Company, it allows for the encashment of taken to the Statement of Profit and Loss and are not deferred.
• iv. Other short term benefits: A liability is recognised for benefits accruing to employees for the related service.

in respect of wages and salaries in the period the related service is rendered and is measured at the undiscounted amount of the benefits expected to be paid in exchange

1.14 Borrowing Costs:

Borrowing costs that are attributable to the acquisition / construction of qualifying assets are capitalised, net of income earned on temporary investments from such borrowings. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use. Other borrowing costs are charged to the Statement of Profit and Loss as expense in the year in which the same are incurred.

1.15 Segment Reporting:

returns and the internal business reporting system. Secondary Segment is identified

• i. Primary Segment is identified based on the nature of products, the different risks and based on the geographic location of its customers.
• ii. The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements.

1.16 Taxation:

i. Current tax:

The tax currently payable is based on taxable profit for the year. Taxable profit differs from 'Profit before tax' as reported in the Statement of Profit and Loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted, by the end of the reporting period in accordance with the provisions of the Income-tax Act, 1961.

ii. Deferred tax:

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

Tax relating to items recognised in equity or OCI is recognised directly in equity or OCI and not in the Statement of Profit and Loss. MAT Credits are in the form of unused tax credits that are carried forward by the Company for a specified period of time, hence it is grouped with Deferred Tax Asset.

The deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no longer probable that suffcient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the asset is realised or liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The Company offsets on a year on year basis, the deferred tax assets and liabilities, where it has a legally enforceable right to offset current tax assets and liabilities and where it intends to settle such assets and liabilities on a net basis.

1.17 Provisions, Contingent Liabilities and Contingent Assets:

i. Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cashflows estimated to settle the present obligation, its carrying amount is the present value of those cashflows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

• ii. A present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.
• iii. Contingent assets are neither recognised nor disclosed.

Provisions, Contingent liabilities and Contingent assets are reviewed at each reporting date and are adjusted to reflect the current best estimate.

Notes forming part of financial statements

1.18 Financial Instruments:

• i. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
• ii. Financial assets:

Initial recognition and measurement:

• All financial assets are initially measured at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to
• For purposes of subsequent measurement, financial assets are classified in below

the acquisition of the financial asset.

Subsequent measurement:

categories:

• Financial Assets at amortised cost
• Equity investments measured at fair value through Other Comprehensive Income (FVTOCI)
• iii. Debt instruments at amortised cost:

met:

• a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows and
• b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Profit and loss.

• A debt instrument is measured at the amortised cost if both the following conditions are
• After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the Statement of Profit and loss. The losses arising from impairment are recognised in the Statement of
• instruments, the Company may make an irrevocable election to present in Other Comprehensive Income subsequent changes in the fair value. All fair value changes on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to P&L even on sale of investment. However the Company may transfer the cumulative gain or loss within equity. The Company has made such election on an instrument-by-instrument basis. The classification is made on initial recognition
• The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies

iv. Equity investments:

All equity investments in scope of Ind AS 109 are measured at fair value. For all equity and is irrevocable.

v. Derecognition:

for derecognition under Ind AS 109.

vi. Investment in Subsidiary:

The Company's investment in its Subsidiary is carried at cost less provision for impairment.

vii. Impairment of financial assets:

The Company recognises loss allowance using expected credit loss model for financial assets which are not measured at Fair Value through Profit or Loss. Expected credit losses are weighted average of credit losses with the respective risks of default occurring as the weights. Credit loss is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive, discounted at original effective rate of interest.

For Trade Receivables, in view of the Company's credit policy and past history of insignificant bad debts, instead of recognising allowance for expected credit loss based on provision matrix, which uses an estimated default rate, the Company makes provision for doubtful debts based on specific identification. The Company will reassess the model periodically and make the necessary adjustments for loss allowance, if required.

viii. Financial liabilities:

Initial recognition and measurement:

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company's financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and other current liabilities.

ix. Subsequent measurement:

The subsequent measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition only if the criteria in Ind-AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/losses on changes in fair value of such liability are recognised in the Statement of Profit and Loss.

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. The EIR amortisation is included as finance costs in the Statement of Profit and Loss.

x. Derecognition:

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Statement of Profit and Loss.

Notes forming part of financial statements

xi. Offsetting of financial instruments:

Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

1.19 Fair Value Measurement:

i. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions regardless of whether that price is directly observable or estimated using another valuation technique. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

● In the absence of a principal market, in the most advantageous market for the asset

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market

iii. A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

• In the principal market for the asset or liability or
• or liability
• ii. The principal or the most advantageous market must be accessible by the Company. participants act in their economic best interest.
• iv. All assets and liabilities for which fair value is measured or disclosed in the financial the lowest level input that is significant to the fair value measurement as a whole:

• identical assets or liabilities.

• not based on observable market data."

• v. This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.
• 1.20 Cash and Cash Equivalents:

statements are categorised within the fair value hierarchy, described as follows, based on

● Level 1 - This hierarchy uses quoted (unadjusted) market prices in active markets for

● Level 2 - The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates.

● Level 3 - If the lowest level input that is significant to the fair value measurement is

Cash and cash equivalents in the Balance Sheet comprise cash at banks and in hand and shortterm deposits with banks with an original maturity of 3 months or less, which are subject to an insignifcant risk of changes in value.

1.21 Business Combination:

Business combinations (other than common control business combinations) are accounted for using the acquisition method. The consideration transferred by the Company to obtain control of a business is measured at fair value at acquisition date and includes the fair value of any contingent consideration.

Acquisition related costs are recognised in the Statement of Profit and Loss as incurred, except to the extent related to the issue of debt or equity securities.

Identifiable assets acquired and liabilities assumed in a business combination are measured initially at their fair values on the acquisition date. However, deferred tax asset or liability and any asset or liability relating to employee benefit arrangements arising from a business combination are measured and recognised in accordance with the requirements of Ind AS 12, Income Taxes and Ind AS 19, Employee Benefits, respectively.

Intangible Assets acquired in a Business Combination and recognised separately from Goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a Business Combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Where the consideration transferred exceeds the fair value of the net identifiable assets acquired and liabilities assumed, the excess is recorded as goodwill. Alternatively, in case of a bargain purchase wherein the consideration transferred is lower than the fair value of the net identifiable assets acquired and liabilities assumed, the Company after assessing fair value of all identified assets and liabilities, records the difference as a gain in other comprehensive income and accumulate the gain in equity as capital reserve.

Business combinations involving entities under common control are accounted for using the pooling of interests method. The net assets of the transferor entity or business are accounted at their carrying amounts on the date of the acquisition subject to necessary adjustments required to harmonise accounting policies. Any excess or shortfall of the consideration paid over the share capital of the transferor entity or business is recognised as capital reserve under equity.

1.22 Events after reporting date

Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of such events is adjusted within the financial statements. Otherwise, events after the balance sheet date of material size or nature are only disclosed.

1.23 Earnings Per Share:

• i. Basic Earnings per share (EPS) is computed by dividing the net profit / (loss) after tax for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year.
• ii. Diluted EPS is computed by dividing the net profit / (loss) after tax for the year attributable to equity shareholders adjusted for the effects of potential dilution of equity shares by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.

1.24 Recent pronouncements:

On March 24, 2021, the Ministry of Corporate Affairs ("MCA") through a notification, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 01, 2021.

The applicable Division to the Company is Division II. The amendments are extensive and the Company will evaluate the same to give effect to them as required by law.

Notes forming part of financial statements

C Critical accounting judgements, estimates and assumptions:

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Difference between actual results and estimates are recognised in the periods in which the results are known / materialised.

Estimates and Assumptions:

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company has based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

i. Useful Lives of Property, Plant and Equipment:

The Company uses its technical expertise along with historical and industry trends for determining the economic life of an asset/component of an asset. The useful lives are reviewed by management periodically and revised, if appropriate. In case of a revision, the unamortised depreciable amount is charged over the remaining useful life of the assets.

ii. Fair value measurement of financial instruments:

When the fair values of financial assets and financial liabilities recorded in the Balance Sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility.

iii. Recoverability of trade receivable:

Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

iv. Defined benefit plans:

The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

v. Provisions:

Provisions and liabilities are recognized in the period when it becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

cash outflow can be reliably estimated. The timing of recognition and quantification of the liability requires the application of judgement to existing facts and circumstances, which can be subject to change. The carrying amounts of provisions and liabilities are reviewed regularly and revised to take into account of changing facts and circumstances.

vi. Share-based payments:

The Company measures the cost of equity-settled transactions with employees using Black-Scholes model to determine the fair value of the liability incurred on the grant date. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant.

This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 41.

Notes forming part of financial statements

Notes forming part of financial statements

Property, Plant and Equipment, etc.

										` in lakhs
		Gross Block					Depreciation, Amortisation and Impairment			Net Block
	As at	Additions /	Deductions/	As at	As at	For the	Deductions/	As at	As at	As at
	April 01,	Adjustments	Adjustments	March 31,	April 01,	Year	Adjustments	March 31,	March 31,	March 31,
	2020			2021	2020			2021	2021	2020
Property, Plant and Equipment
Freehold land	11,236.77	-	-	11,236.77	-	-	-	-	11,236.77	11,236.77
Leasehold land [Refer Note (i)]	0.09	-	-	0.09	-	-	-	-	0.09	0.09
Buildings and Jetty [Refer Note (ii)]	8,035.74	1.10	-	8,036.84	3,841.71	151.82	-	3,993.53	4,043.31	4,194.03
Plant and equipments	46,424.79	887.41	52.81	47,259.39	29,550.13	1,245.68	43.93	30,751.88	16,507.51	16,874.66
Furniture and Fixtures	2,045.71	151.60	17.93	2,179.38	1,080.03	116.74	15.92	1,180.85	998.53	965.68
Vehicles [Refer Note (iii)]	2,277.03	328.37	351.35	2,254.05	1,245.52	196.22	245.99	1,195.75	1,058.30	1,031.51
Office equipments	1,130.55	181.57	13.02	1,299.10	756.07	141.91	11.73	886.25	412.85	374.48
weighbridge, rolling stock Railway siding, and locomotives	256.80	-	-	256.80	143.22	8.60	-	151.82	104.98	113.58
Total	71,407.48	1,550.05	435.11	72,522.42	36,616.68	1,860.97	317.57	38,160.08	34,362.34	34,790.80
Capital Work-in-Progress [Refer Note (iv)]	8,391.56	2,383.21	197.87	10,576.90	4,597.78	-	-	4,597.78	5,979.12	3,793.78
Right of Use Assets [Refer Note 35]	397.47	4.09	6.93	394.63	111.77	136.16	6.54	241.39	153.24	285.70
Intangible Assets
Other than internally generated
Computer softwares	250.81	0.43	1.82	249.42	237.03	6.51	1.73	241.81	7.61	13.78
Intangible Assets under	-	76.75	-	76.75	-	-	-	-	76.75	-
Development
Grand Total	80,447.32	4,014.53	641.73	83,820.12	41,563.26	2,003.64	325.84	43,241.06	40,579.06	38,884.06
			Gross Block							Net Block
							Depreciation, Amortisation and Impairment

	As at	Additions /	Deductions/	As at	As at	For the	Deductions/	As at	As at
	April 01,	Adjustments	Adjustments	March 31,	April 01,	Year	Adjustments	March 31,	March 31,
	2019			2020	2019			2020	2020
Property, Plant and Equipment
Freehold land	11,236.77	-	-	11,236.77	-	-	-	-	11,236.77
Leasehold land [Refer Note (i)]	0.09	-	-	0.09	-	-	-	-	0.09
Buildings and Jetty [Refer Note (ii)]	8,096.16	113.10	173.52	8,035.74	3,852.96	150.58	161.83	3,841.71	4,194.03
Plant and equipments	45,822.24	1,153.82	551.27	46,424.79	28,846.98	1,174.21	471.06	29,550.13	16,874.66
Furniture and Fixtures	1,855.86	196.19	6.34	2,045.71	960.79	123.89	4.65	1,080.03	965.68
Vehicles	2,064.91	305.98	93.86	2,277.03	1,120.69	180.61	55.78	1,245.52	1,031.51
Office equipments	1,039.82	97.39	6.66	1,130.55	609.56	151.99	5.48	756.07	374.48
Railway siding, weighbridge, rolling stock and locomotives	256.80	-	-	256.80	134.47	8.75	-	143.22	113.58
Total	70,372.65	1,866.48	831.65	71,407.48	35,525.45	1,790.03	698.80	36,616.68	34,790.80
Capital Work-in-Progress [Refer Note (iv)]	8,243.13	817.55	669.12	8,391.56	4,541.14	56.64	-	4,597.78	3,793.78
Right of Use Assets [Refer Note 35]	50.05	352.05	4.63	397.47	-	112.48	0.71	111.77	285.70
Intangible Assets
Other than internally generated
Computer softwares	240.78	10.03	-	250.81	227.95	9.08	-	237.03	13.78
Grand Total	78,906.61	3,046.11	1,505.40	80,447.32	40,294.54	1,968.23	699.51	41,563.26	38,884.06

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

Notes forming part of financial statements

• i. Besides the land specified above, the Company holds other leasehold land for which only ground rent is payable.
• ii. Buildings and Jetty include a Private Jetty having a gross block of 2,411.45 lakhs (net block 120.57 lakhs), constructed by the Company under the license to use agreement with Gujarat Maritime Board (GMB) on the land provided by them. The present agreement is for 10 years effective from November 01, 2015 and valid upto October 31, 2025.
• iii. The deductions under the gross block of Vehicles, for the year ended March 31, 2021, includes an amount of 89.19 lakhs, which is in respect of certain vehicles held for disposal. The same is classified under other current assets in Note 13 at lower of its carrying amount and fair value less estimated costs to sell. In this respect, loss of 8.01 lakhs has been recognised in the Statement of Profit and Loss under Other Expenses - Miscellaneous Expenses.
• iv. Impairment of Assets:
• a The Company had incurred an aggregate sum of 8,107.17 lakhs (Previous Year: 8,107.17 lakhs) towards Expansion Project Assets and shown the same under Capital Work-in-progress (CWIP). The expenditure includes cost of imported plant purchased (including related stores and spares), civil work carried out and pre-operative expenses (including interest capitalised). During earlier years, spares of the value of 215.07 lakhs were consumed resulting to closing balance of CWIP at 7,892.10 lakhs.
• b In the year 2005, due to several adversities, the project was suspended. However, the Company intends to install the assets at a later date, depending on market conditions. The Company has appointed a Project Consultant to prepare Techno Economic Feasibility Report (TEFR). Considering the utilisation of assets in future, the total value of assets is estimated at 4,584.00 lakhs based on valuation report. This value is higher than the carrying value of the assets after considering impairment loss of 4,597.78 lakhs as at March 31, 2020. In view of the same, no further provision for impairment has been made during the current financial year.
• v. Refer Note 16.1 and 19.1 for information on Property, Plant and Equipment hypothecated as security.

As at	As at
March 31, 2021	March 31, 2020
in lakhs | in lakhs

| | | | | | in lakhs | in lakhs |
|----|------------------------------|---------------------------------------------------------------------------|-----------|----------------------------|------------|------------|
| 3 | | Non-current Investments | | | | |
| a) | | Investments measured at Cost: | | | | |
| | | In Equity Instruments of Subsidiaries | | | | |
| | | Unquoted (Fully paid equity shares) | | | | |
| | Face Value
per share | Investee company | | No. of Shares | | | | | | | | Current Year Previous Year | | | | | | 10 Agrima Consultants International Limited | 404,100 | 404,100 | 180.36 | 180.36 | | | | | | | 180.36 | 180.36 | | | | Less: Provision for impairment in value | | | 180.36 | 180.36 | | b) | | Investments measured at Fair Value through Other<br>Comprehensive Income: | | | - | - | | | | In Equity Instruments of Others | | | | | | | i) | Quoted (Fully paid equity shares) | | | | | | | | 10 MTZ (India) Limited | 870,500 | 870,500 | 0.02 | 0.02 | | | | 10 MTZ Polyfilms Limited | 3,000,000 | 3,000,000 | 0.10 | 0.10 | | | | 2 Bank of Baroda | 22 | 22 | 0.02 | 0.01 | | | | 10 Gujarat Sidhee Cement Limited | 2,285,912 | 2,285,912 | 758.92 | 352.03 | | | | 10 ACC Limited | 1 | 1 | 0.02 | 0.01 | | | | 2 Ambuja Cements Limited * | 1 | 1 | - | - | | | | 10 India Cement Limited * | 1 | 1 | - | - | | | | 5 JK Lakshmi Cements Limited * | 1 | 1 | - | - | | | | 10 Mangalam Cement Limited * | 1 | 1 | - | - | | | | 10 Prism Johnson Limited * | 1 | 1 | - | - | | | | 10 Shree Digvijay Cement Co. Limited * | 1 | 1 | - | - | | | | 10 Ultratech Cement Limited | 1 | 1 | 0.07 | 0.03 | | | | 10 Zuari Agro Chemicals Limited * | 1 | 1 | - | - | | | | 10 Zuari Global Limited * | 1 | 1 | - | - | | | | | | | 759.15 | 352.20 | | | ii) | Unquoted (Fully paid equity shares) | | | | | | | | 0.1 Chennai Super Kings Cricket Limited * | 1 | 1 | - | - | | | | 50 Rajkot Nagrik Sahakari Bank Limited | 2,001 | 2,001 | 1.00 | 1.00 | | | | 10 Saraswat Co-op Bank Limited | 2,500 | 2,500 | 0.25 | 0.25 | | | | | | | 1.25 | 1.25 | | | | * Each investment is less than 0.01 lakhs | | | 760.40 | 353.45 |
| | Aggregate Carrying Value of: | | | | | |
| | Quoted investments | | | | 759.15 | 352.20 |
| | Unquoted investments | | | | 1.25 | 1.25 |
| | | | | | 760.40 | 353.45 |
| | | Aggregate Market Value of quoted investments | | | 759.15 | 352.20 |
| | | | | | | |

| | | As at
March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|---|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------|---------------------------------------|
| 4 | Loans | | |
| | Considered Good - Unsecured | | |
| | Security Deposits | 88.96 | 113.08 |
| | Loans to related party [Refer Note 4.1, 4.2 and 38.2(B)(i)(a)] | 127.00 | 137.00 |
| | Staff Loans | 4.94 | 8.37 |
| | | 220.90 | 258.45 |
| | Loan Receivables - credit impaired | | |
| | Security Deposit for supply of Power | 224.27 | 224.27 |
| | | 445.17 | 482.72 |
| | Less : Provision for impairment | 224.27 | 224.27 |
| | | 220.90 | 258.45 |
| | 4.1 Disclosure as per Regulations 34(3) and 53(f) of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 | | |
| | a.
Loans and Advances in the nature of loans to subsidiary company: | | |
| | Name of the Subsidiary Company | | |
| | Agrima Consultants International Limited | 127.00 | 137.00 |
| | b.
Maximum amount outstanding during the year | 137.00 | 147.00 |
| | c.
The loanee has not made any investment in the shares of the Company | | |
| | | For the | For the |
| | | Year ended | Year ended |
| | | March 31, 2021
in lakhs | March 31, 2020<br> in lakhs |
| | 4.2 Information pursuant to Section 186(4) of the Companies Act, 2013 | | |
| | a.
Particulars of Loans given by Company | | |
| | Name of the Subsidiary Company
Rate of interest | | |
| | Agrima Consultants International Ltd.
9% p.a. | 12.03 | 13.05 |
| | -
The loans have been given for business | | |
| | activities of the subsidiary company. | | |
| | b.
Particulars of Investments - Refer Note 3 on Non-current Investments. | | |
| | c.
There is no guarantee given or security provided by the Company. | | |
| | | As at | As at |
| | | March 31, 2021 | March 31, 2020 |
| | | in lakhs | in lakhs |
| 5 | Other Financial Assets | | |
| | Fixed Deposits with Bank with maturity greater than 12 months
(Kept as Margin Money against Guarantees) | 50.00 | 51.66 |
| | | 50.00 | 51.66 |

Notes forming part of financial statements

| | | March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------|---------------------------------------|
| 6 | Other Non-current Assets | | |
| | Capital Advances | 1,567.17 | 1,435.28 |
| | Advances other than Capital Advances | | |
| | Taxes Paid (Net of Provision of Nil, Previous Year: 1,357.81
lakhs) | 661.06 | 826.84 |
| | Pre-deposit Balances with Statutory / Government Authorities
against Appeals | 137.68 | 140.02 |
| | Prepaid Expenses | 21.04 | 20.88 |
| | | 2,386.95 | 2,423.02 |
| | | | |
| | | As at | As at |
| | | March 31, 2021 | March 31, 2020 |
| | | in lakhs | in lakhs |
| 7
Inventories | | | |
| | Raw Materials
Packing Materials | 632.59
226.99 | 584.60
149.54 |
| | Work-in-progress | 457.34 | 1,789.27 |
| | Finished Goods | 615.94 | 853.85 |
| | Fuels (includes in transit of 1,231.03 lakhs, Previous Year: 3,426.86
lakhs) | 2,704.56 | 4,639.30 |
| | Stores and Spare Parts (includes in transit of Nil, Previous Year: 2.11
lakhs) | 959.93 | 1,949.17 |
| | | 5,597.35 | 9,965.73 |
| | The cost of inventories recognised as an expense during the year is disclosed in Notes 27, 28 and 31.
There has been no write down of inventory or reversal of such write down in current and previous year
For mode of valuation of inventories : Refer Note 1.9 | | |

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
8	Trade Receivables
	Considered Good - Unsecured
	Amounts Receivable from a related party [Refer Note 38.2(B)(iii)]	28.98	133.24
	Others	2,872.86	3,301.93
	Trade Receivables - credit impaired	13.74	13.74
		2,915.58	3,448.91
	Less : Provision for impairment	13.74	13.74
		2,901.84	3,435.17

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
9	Cash and Cash Equivalents
	Balances with Banks
	In Current Accounts	411.68	22.57
	In Fixed Deposits (Original maturity of 3 months or less)	-	804.30
			826.87
		411.68
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
10	Bank Balances other than Cash and Cash Equivalents
	Deposits with Banks (Maturity below 12 months from the date of Balance Sheet)
	Kept as Margin Money against Guarantees and Letter of Credit	4,425.08	781.31
	Kept as Security against Overdraft facilities (Refer Note 19.1)	3,733.74	3,839.60
	Others	10,212.00	4,770.73
		18,370.82	9,391.64
	Earmarked Balances
	For Unpaid Dividend and Redemption of Preference Shares	22.38	17.18
		22.38	17.18
		18,393.20	9,408.82
		As at	As at
		March 31, 2021 in lakhs | March 31, 2020<br> in lakhs
11	Loans
	Considered Good - Unsecured
	Staff Loans	4.65	7.75
		4.65	7.75
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
12	Other Financial Assets
	Interest accrued on Fixed Deposits	261.93	183.15
	Interest accrued on Loans to related party [Refer Note 38.2(B)(i)(b)]	33.33	21.30
	Others	2.27	10.74
		297.53	215.19

Notes forming part of financial statements

| | | | | As at
March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|----|---------------------------------------------------------------|----------------------|------------|---------------------------------------|---------------------------------------|
| 13 | Other Current Assets | | | | |
| | Considered Good - Unsecured | | | | |
| | Advances | | | | |
| | Balances with Statutory / Government Authorities | | | 213.18 | 231.50 |
| | Advances Against Purchase of Raw Materials, Stores and Spares | | | 499.35 | 120.08 |
| | Prepaid Expenses | | | 171.95 | 40.11 |
| | Travelling Advance to a Director [Refer Note 38.2(B)(ii)(c)] | | | 2.67 | - |
| | Others | | | 122.69 | 234.95 |
| | Non-current Assets held for Disposal [Refer Note 2(iii)] | | | 66.77 | 34.59 |
| | | | | 1,076.61 | 661.23 |
| | Considered Doubtful | | | | |
| | Advances Against Purchase of Stores and Spares | | | 24.46 | 24.46 |
| | | | | 1,101.07 | 685.69 |
| | Less : Provision for Doubtful advances | | | 24.46
1,076.61 | 24.46
661.23 |
| | | | | | |
| | | | | | |
| | | As at March 31, 2021 | | | As at March 31, 2020 |
| | | Numbers | in lakhs | Numbers | in lakhs |
| 14 | Equity Share Capital | | | | |
| | Authorised | | | | |
| | Equity Shares of 10 par value | 229,600,000 | 22,960.00 | 229,000,000 | 22,900.00 | | | | | 22,960.00 | | 22,900.00 | | | Issued<br>Equity Shares of 10 par value | 69,833,644 | 6,983.36 | 69,533,718 | 6,953.37 |
| | | | 6,983.36 | | 6,953.37 |
| | Subscribed | | | | |
| | Equity Shares of 10 par value | | | | | | | Subscribed and Fully Paid Up<br>(Refer Note 43) | 69,818,375 | 6,981.84 | 69,518,449 | 6,951.84 | | | Equity Shares - forfeited | 15,269 | 0.31 | 15,269 | 0.31 | | | ( 2 per share paid up) | | 6,982.15 | | 6,952.15 |
| | | | | | |

14.1 Reconciliation of the number of shares outstanding and amount of share capital

	As at March 31, 2021		As at March 31, 2020
	Numbers	in lakhs | Numbers | in lakhs
Equity Shares of ` 10 par value
At the beginning of the year	69,518,449	6,951.84	69,337,314	6,933.73
Shares issued during the year on exercise of employee stock options	299,926	30.00	181,135	18.11
At the end of the year	69,818,375	6,981.84	69,518,449	6,951.84

14.2 Rights, Preferences and Restrictions

Equity Shares

• i. The Company has only one class of equity shares referred to as equity shares having a par value of ` 10. Each holder of equity shares is entitled to one vote per share.
• ii. The Company declares and pays dividend in Indian rupees. The final dividend, if any, proposed by the Board of Directors is recorded as a liability on the date of the approval of the shareholders in the coming Annual General Meeting; in case of interim dividend, it is recorded as a liability on the date of declaration by the Board of Directors of the Company.
• iii. In the event of liquidation, the equity shareholders are eligible to receive the residual assets of the Company after distribution of all preferential amounts, in proportion to their shareholding. At present, there is no outstanding Preference Shares.
• iv. In respect of share based payments granted to employees (Employee Stock Options), refer Note 41.

14.3 Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

Particulars	As at March 31, 2021		As at March 31, 2020
	Numbers	%	Numbers	%
Equity Shares
Villa Trading Company Private Limited	13,658,167	19.56%	13,658,167	19.65%
Parsec Enterprises Private Limited *	13,538,370	19.39%	13,538,370	19.47%
Mehta Investments Mauritius Limited	17,175,000	24.60%	17,175,000	24.71%

* Refer Note 43(D)

14.4 Details of Equity Shares reserved for issue under Share Options Outstanding at the end of the year

Particulars	As at March 31, 2021		As at March 31, 2020
	Numbers	in lakhs | Numbers | in lakhs
Equity Shares reserved for issue under Employee Stock	945,463	94.55	1,207,854	120.79
Options

14.5 i. The Board of Directors at its meeting held on February 02, 2021 declared an interim dividend of 1 per equity share of the face value of 10 each for the year ended March 31, 2021.

ii. Further, the Board of Directors at its meeting held on May 29, 2021 has recommended a final dividend of 0.75 per equity share of the face value of 10 each for the year ended March 31, 2021.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	15 Other Equity
i.	Share Application Money pending allotment	1.20	4.95
ii.	Reserves and Surplus
a.	Capital Reserve	2,712.70	2,712.70
b.	Capital Redemption Reserve	737.60	737.60
c.	Securities Premium Account
	Balance as at the beginning of the year	10,814.05	10,677.20
	Add: Exercise of Employee Stock Options	225.94	136.85
		11,039.99	10,814.05

Notes forming part of financial statements

d. Share Options Outstanding

f. Retained Earnings

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
d.	Share Options Outstanding
	Balance as at the beginning of the year	844.44	692.50
	Add: Share based payments to employees	109.76	297.30
	Less: Employee Stock Options Exercised	(225.94)	(136.85)
	Less: Unvested Employee Stock Options Lapsed	-	(8.51)
	Less: Vested Employee Stock Options Lapsed	(7.96)	-
		720.30	844.44
e.	General Reserve	5,786.29	5,786.29
f.	Retained Earnings
	Balance as at the beginning of the year	20,709.18	16,567.31
	Add: Profit for the year	7,238.16	5,660.98
	Add/(Less): Remeasurement gain / (loss) on defined benefit plan (net of tax)	(19.57)	(52.81)
	Add: Vested Employee Stock Options Lapsed	7.96	-
	Less: Appropriations
	Dividend on Equity Shares [Refer Note 14.5(i) and 43(E)]	562.80	1,216.29
	Dividend Distribution Tax	-	250.01
		27,372.93	20,709.18
	iii. Equity Instruments through Other Comprehensive Income
	Balance as at the beginning of the year	(3,349.45)	(3,171.12)
	Add/(Less): Effect of measuring Equity Instruments on Fair Value	406.95	(178.33)
		(2,942.50)	(3,349.45)
		45,428.51	38,259.76

The description of the nature and purpose of each reserve within equity is as follows :

a. Share application money pending allotment

It represents share application money received from employees on exercise of stock options for which allotment of 12,000 equity shares (Previous Year: 49,535 equity shares) is pending as at the year end.

b. Capital Reserve

It represents reserve created on capital receipt.

c. Capital Redemption Reserve

This reserve was created on redemption of Preference Shares by transfer from General Reserve.

d. Securities Premium

It represents the amount of premium over face value on shares issued.

e. Share Options Outstanding

The Company has Saurashtra Employee Stock Option Scheme 2017 (ESOS 2017) under which options to subscribe for the Company's shares have been granted to the senior management and executives from middle management. This reserve is used to recognise the value of equity settled share-based payments provided to option grantees. Refer Note 41 for further details of the plan.

f. General Reserve

The Company created a General reserve in earlier years pursuant to the provisions of the Companies Act, 1956 wherein certain percentage of profits were required to be transferred to General Reserve before declaring dividends. General reserve is a free reserve available to the Company.

g. Retained Earnings

Retained Earnings are the profits that the Company has earned, net of amount distributed as dividends and including adjustments on account of transition to Ind AS.

h. Equity Instruments through Other Comprehensive Income

This represents cumulative gains / (losses) arising on the measurement of equity shares (other than subsidiaries and associate) at fair value through other comprehensive income.

		Non-Current	Current maturities of Long	term borrowings *
	As at	As at	As at	As at
	March 31, 2021	March 31, 2020	March 31, 2021	March 31, 2020
	in lakhs | in lakhs	in lakhs | in lakhs
16 Non-Current Borrowings
Secured
Term Loans
From Banks	426.92	570.30	284.29	253.77
From Others	35.23	49.99	14.76	61.93
	462.15	620.29	299.05	315.70

* Amount disclosed under the head 'Other Financial Liabilities' (Note 21).

16.1 Security and Repayment Terms:

Term Loans are repayable in 36 to 60 equated monthly instalments carrying varied interest from 8% to 10% p.a. These loans are secured by hypothecation of vehicles and equipment financed there under.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
17	Provisions
	For Employee Benefits (Refer Note 36)
	Gratuity	967.14	994.28
	Compensated absences	315.53	292.34
		1,282.67	1,286.62
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
18	Deferred Tax Liabilities (net)
	Tax effect of items constituting Deferred Tax Assets (Refer Note 40)	4,652.16	5,794.15
	Tax effect of items constituting Deferred Tax Liabilities (Refer Note 40)	6,357.88	6,297.96
		1,705.72	503.81

Notes forming part of financial statements

19 Short-term Borrowings

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Loans Repayable on Demand from Banks
Cash Credit	999.98	-
Overdraft facilities	277.77	1,833.47
	1,277.75	1,833.47

Secured Loans Repayable on Demand from Banks

19.1 Security:

Cash Credit

The Working Capital facilities are secured by first charge by way of hypothecation of current assets, namely stocks of raw materials, semi finished and finished goods, consumable stores and spares, bills receivables, book debts, both, present and future and carries interest rate @ 8.30% p.a. It is also secured by Equitable Mortgage of Factory Land & Building and personal guarantee of one Director of the Company.

For Previous Year

The Working Capital facilities are secured by first charge by way of hypothecation of current assets, namely stocks of raw materials, semi finished and finished goods, consumable stores and spares, bills receivables, book debts and all other movable properties, both, present and future. They are also secured by second mortgage and charge on the Company's immovable and movable properties, both, present and future, hypothecation of "Hathi" Brand, pledge of promoter shares and personal guarantee of two Directors of the Company.

Overdraft facilities

Overdraft facilities from bank is secured against lien of FDRs of 3,733.74 lakhs (Previous Year: 3,839.60 lakhs) - Refer Note 10.

20	Trade Payables

20.1 Additional disclosure in respect of dues to Micro, Small and Medium enterprises pursuant to Micro, Small and Medium Enterprises Development Act, 2006 :

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	Due to Micro and Small enterprises	85.41	59.46
	Due to Others	3,610.60	5,399.46
		3,696.01	5,458.92
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	20.1 Additional disclosure in respect of dues to Micro, Small and Medium enterprises
	pursuant to Micro, Small and Medium Enterprises Development Act, 2006 :
i.	Principal amount remaining unpaid	85.41	59.46
ii.	Interest accrued on the above amount and remaining unpaid	-	-
iii.	Payment made to suppliers (other than interest) beyond the appointed	-	-
	day during the year
iv.	Interest paid in terms of Section 16	-	-
v.	Interest due and payable for payments already made	-	-
vi.	Interest accrued and remaining unpaid	-	-
	vii. Amount of further interest remaining due and payable even in succeeding	-	-
	years

• ii. Interest accrued on the above amount and remaining unpaid

• iii. Payment made to suppliers (other than interest) beyond the appointed day during the year

• v. Interest due and payable for payments already made -

• vii. Amount of further interest remaining due and payable even in succeeding years

The above information has been determined to the extent such parties could be identified on the basis of information available with the company regarding the status of suppliers under the MSME.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
21	Other Financial Liabilities
	Current Maturities of Long-term borrowings
	Term Loans
	From Banks	284.29	253.77
	From Others	14.76	61.93
		299.05	315.70
	Unpaid Dividends	22.54	16.20
	Amounts Payable on Redemption of Preference Shares	0.30	0.35
	Security Deposits from Customers / Transporters	1,044.14	1,008.45
	Remuneration Payable to Key Managerial Personnel [Refer Note 38.2(B) (ii)(a&b)]	371.98	210.26
	Liabilities for Expenses at the year-end	639.87	2,426.33
	Others	38.35	42.16
		2,416.23	4,019.45
		As at	As at
		March 31, 2021	March 31, 2020

| | | in lakhs | in lakhs |
|----|-------------------------------------------------------------------------------------|------------|------------|
| 22 | Other Current Liabilities | | |
| | Statutory Dues | 4,447.85 | 3,557.62 |
| | Advances from Customers | 3,055.70 | 2,499.60 |
| | Advance against sale of Non-current Assets held for Disposal [Refer Note
2(iii)] | 127.34 | 25.00 |
| | Unearned Revenue | 1,085.25 | 782.92 |
| | Others | 95.56 | 89.73 |
| | | 8,811.70 | 6,954.87 |
| | | | |

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
23	Provisions
	For Employee Benefits (Refer Note 36)
	Gratuity	128.84	127.10
	Compensated absences	209.62	181.46
		338.46	308.56

Notes forming part of financial statements

				As at	As at
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
24			Current Tax Liabilities (net)
			Provision for Taxation (Net of Taxes Paid of ` 1,690.65 lakhs,	112.60	-
			Previous Year: ` Nil)
				112.60	-
				For the	For the
				Year ended	Year ended
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
25			Revenue from Operations
			Sale of Products	66,890.96	60,224.00
			Other Operating Revenue	480.26	594.36
				67,371.22	60,818.36
				For the	For the
				Year ended	Year ended
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
			25.1 Revenue from Contracts with Customers
	A		Revenue from contracts with customers disaggregated based on nature
			of products or services
		i	Revenue from Sale of Products
			Cement	65,218.01	59,596.80
			Clinker	1,672.95	627.20
				66,890.96	60,224.00
		ii.	Other Operating Revenue
			AFR Processing Income	222.95	374.96
			Sale of Power	107.53	27.58
			Sale of Scrap	144.34	173.10
			Export Entitlements	5.44	18.72
				480.26	594.36
				67,371.22	60,818.36
	B		Revenue from contracts with customers disaggregated based on
			geography
		i.	Domestic	66,829.41	58,935.12
		ii.	Export	541.81	1,883.24
				67,371.22	60,818.36

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

	For the	For the		For the	For the
	Year ended	Year ended		Year ended	Year ended
	March 31, 2021	March 31, 2020		March 31, 2021	March 31, 2020
	in lakhs | in lakhs		in lakhs | in lakhs
25.2 Reconciliation of contract price with Revenue from Operations			27 Cost of Materials Consumed
Contract price	69,026.96	61,547.19	Raw Materials
Add: Reversal of Unearned Revenue of earlier years	263.42	324.01	Opening Stock	584.60	728.85
	69,290.38	61,871.20	Add: Purchases	2,600.74	1,269.16
Less:				3,185.34	1,998.01
Discounts and Rate differences	1,833.68	1,342.24	Less: Closing Stock	632.59	584.60
Customer loyalty programme	66.95	19.05		2,552.75	1,413.41
Incentives and Schemes	498.79	285.91	Royalty, Cess and Raw Material Handling Charges
Revenue from sale of products	66,890.96	60,224.00	Limestone and Other Materials Handling Charges	806.91	681.43
Add: Other Operating Revenue	480.26	594.36	Limestone / Marl Raising Charges	678.10	728.52
Revenue from Operations	67,371.22	60,818.36	Royalty and Cess	1,845.48	1,808.88
				3,330.49	3,218.83
			Packing Materials
	For the	For the	Opening Stock	149.54	104.54
	Year ended	Year ended	Add: Purchases	1,930.50	1,520.04
	March 31, 2021	March 31, 2020		2,080.04	1,624.58
	in lakhs | in lakhs	Less: Closing Stock	226.99	149.54
26 Other Income				1,853.05	1,475.04
Interest Income on				7,736.29	6,107.28
Fixed Deposits with Banks	714.81	508.20
Receivable from Subsidiary [Refer Note 38.2(A)(ii)(b)]	12.03	13.05
Financial Assets measured at amortised cost	2.85	3.16		For the	For the
Others	9.27	4.04		Year ended	Year ended
	738.96	528.45		March 31, 2021	March 31, 2020
Dividend Income from Non-current Investments	-	22.29		in lakhs | in lakhs
Miscellaneous Income	162.99	209.77	28 Changes in Inventories of Finished Goods and Work-in-progress
Net Gain on Foreign Currency Transactions and Translation	126.44	-	Stocks at the end
Insurance Claims	15.09	3.34	Finished Goods - Cement	615.94	853.85
Bad Debts Recovered	-	0.50	Work-in-progress - Raw Flour and Clinker	457.34	1,789.27
Excess Provisions Written Back	119.97	1.62		1,073.28	2,643.12
Trade / Other Payables Written Back	66.62	74.97	Less: Stocks at the Beginning
	1,230.07	840.94	Finished Goods - Cement	853.85	1,019.76
			Work-in-progress - Raw Flour and Clinker	1,789.27	484.53

Notes forming part of financial statements

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Opening Stock	584.60	728.85
Add: Purchases	2,600.74	1,269.16
	3,185.34	1,998.01
Less: Closing Stock	632.59	584.60
	2,552.75	1,413.41
Royalty, Cess and Raw Material Handling Charges
Limestone and Other Materials Handling Charges	806.91	681.43
Limestone / Marl Raising Charges	678.10	728.52
Royalty and Cess	1,845.48	1,808.88
	3,330.49	3,218.83
Opening Stock	149.54	104.54
Add: Purchases	1,930.50	1,520.04
	2,080.04	1,624.58
Less: Closing Stock	226.99	149.54
	1,853.05	1,475.04
	7,736.29	6,107.28

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Finished Goods - Cement	615.94	853.85
Work-in-progress - Raw Flour and Clinker	457.34	1,789.27
	1,073.28	2,643.12
Less: Stocks at the Beginning
Finished Goods - Cement	853.85	1,019.76
Work-in-progress - Raw Flour and Clinker	1,789.27	484.53
	2,643.12	1,504.29
	1,569.84	(1,138.83)

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
29	Employee Benefits Expense
	[Refer Note 31.1(a)]
	Salaries, Wages and Bonus	3,920.61	3,723.08
	Share based payments to employees (Refer Note 41)	109.76	288.79
	Contribution to Provident and Other Funds	232.41	239.24
	Gratuity Expense (Refer Note 36)	108.31	122.00
	Staff Welfare Expenses	157.91	143.77
		4,529.00	4,516.88
		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
30	Finance Costs
	Interest expense
	On Borrowings	118.23	190.33
	On Duties and Taxes	135.04	127.25
	On Others	139.67	128.64
		392.94	446.22
	Other Borrowing Costs	44.48	21.40
		437.42	467.62

Notes forming part of financial statements

31	Other Expenses
	Stores and Spare Parts Consumed	2,296.78	2,675.58
	Power and Fuel	16,596.24	16,559.41
	Rent (Refer Note 35)	132.39	142.48
	Repairs and Maintenance:
	Buildings	236.29	209.54
	Machinery	1,570.72	1,553.23
	Others	595.43	690.20
		2,402.44	2,452.97
	Insurance	184.31	132.55
	Rates and Taxes	54.83	60.41
	Advertisement and Business Promotion Expenses	1,365.97	1,522.37
	Freight and Handling Expenses	15,079.07	12,720.14
	Cement Packing Expenses	743.45	644.02
	Commission	1,088.13	936.39
	Directors' Fees	68.40	54.95
	Charity and Donation [Refer Note 31.1(b)]	128.60	217.12
	Traveling and Conveyance	201.39	520.52
	Legal and Professional Charges	676.19	446.73
	Auditor's Remuneration
	Audit Fees	11.00	11.00
	Tax Audit Fees	3.60	3.30
	For Other Services - Certification Work	5.60	5.70

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Stores and Spare Parts Consumed	2,296.78	2,675.58
Power and Fuel	16,596.24	16,559.41
Rent (Refer Note 35)	132.39	142.48
Repairs and Maintenance:
Buildings	236.29	209.54
Machinery	1,570.72	1,553.23
Others	595.43	690.20
	2,402.44	2,452.97
Insurance	184.31	132.55
Rates and Taxes	54.83	60.41
Advertisement and Business Promotion Expenses	1,365.97	1,522.37
Freight and Handling Expenses	15,079.07	12,720.14
Cement Packing Expenses	743.45	644.02
Commission	1,088.13	936.39
Directors' Fees	68.40	54.95
Charity and Donation [Refer Note 31.1(b)]	128.60	217.12
Traveling and Conveyance	201.39	520.52
Legal and Professional Charges	676.19	446.73
Auditor's Remuneration
Audit Fees	11.00	11.00
Tax Audit Fees	3.60	3.30
For Other Services - Certification Work	5.60	5.70
	20.20	20.00
Bad Debts written off	-	0.39
Less: Provision for Doubtful Debts Written Back	-	(0.39)
	-	-
Net Loss on Foreign Currency Transactions and Translation	-	74.52
Loss on Sale / Discard of Property, Plant and Equipment (Net)	13.53	48.07
Corporate Social Responsibility (CSR) Expenditure (Refer Note 34)	77.32	40.67
Miscellaneous Expenses	954.10	1,136.20
Cost of Cement Self Consumed	(14.06)	(11.29)
	42,069.28	40,393.81

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
31.1 a.	Employee Benefit Expense (Note 29) and Other Expenses (Note 31) as
	incurred on cost of raising and transporting limestone / marl are as
under:
Salaries, Wages and Bonus		138.51	131.90
Stores and Spare Parts Consumed		409.88	364.34
Repairs and Maintenance to Machinery		91.80	94.41
Raw Material Handling Charges		439.99	417.97
Limestone / Marl Raising Charges		678.10	728.52
Royalty and Cess		1,845.48	1,808.88
		3,603.76	3,546.02

b. Charity and Donation include donation of Nil (Previous Year: 200 lakhs) given to political parties.

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
32	Exceptional Items
	Provision for Right of Recompense (Refer Note 32.1)	-	(1,600.00)
		-	(1,600.00)

32.1 The Company's debt was restructured under Corporate Debt Restructuring (CDR) and the entire dues were fully repaid in the earlier years. The CDR Lenders had a Right of Recompense (ROR) in respect of the interest concessions given by the Lenders at the time of restructuring. The Company has paid ` 16 crores as Recompense as agreed by the Lenders and the Lenders have released the securities. In this respect, the Company had made provision and disclosed as Exceptional Items in Statement of Profit and Loss for the year ended March 31, 2020.

				As at	As at
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
33			Contingent Liabilities and Commitments
	i.		Contingent liabilities: (to the extent not provided for)
			Claims against the Company not acknowledged as debt - matters under
			disputes / appeals:
		i.	Sales Tax / VAT	2.09	3.41
		ii.	Excise Duty	1,360.41	1,360.41
		iii.	Goods and Services Tax	1.42	0.74
		iv.	Royalty	15.12	15.12
		v.	Customs Duty	50.00	50.00
		vi.	Claims filed by workmen or their union against the Company	2.15	2.07
			vii. On account of Power Supply	647.56	525.13

Notes forming part of financial statements

• viii. In the earlier years, the company had sold residential flats through a bidding process in which the bidder failed to make the payments as per the agreed schedule due to which the Earnest Money Deposit and part payments received against the failed bid were forfeited as per the agreed tender terms and the flats were sold to another person. The matter is under dispute as the original unsuccessful bidder has disputed the subsequent sale and the outcome / impact of the same is presently unascertainable.

Notes:

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	viii. In the earlier years, the company had sold residential flats through a bidding process in which the bidder failed to make the payments as per the agreed schedule due to which the Earnest Money Deposit and part payments received against the failed bid were forfeited as per the agreed tender terms and the flats were sold to another person. The matter is under dispute as the original unsuccessful bidder has disputed the subsequent sale and the outcome / impact of the same is presently unascertainable.
ix.	Other demands and claims	28.02	42.27
Notes:
i.	The Company does not expect any reimbursement in respect of the above contingent liabilities.
ii.	It is not practicable to estimate the timing of cash outflows, if any, in respect of above matters pending resolution of the appellate proceedings.
iii.	The amounts stated are including interest and penalty, to the extent demanded.
	Estimated amount of contracts remaining to be executed on capital account (net of advances of 1,567.17 lakhs, Previous Year: 1,435.28 lakhs) and not provided for.	1,622.55	1,920.33
		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	Particulars of Corporate Social Responsibility (CSR) Expenditure
	Gross amount required to be spent by the Company during the year	77.13	36.50
	Amount spent and paid on CSR activities included in the Statement of Profit

• i. The Company does not expect any reimbursement in respect of the above contingent liabilities.
• ii. It is not practicable to estimate the timing of cash outflows, if any, in respect of above matters pending resolution of the appellate proceedings.
• iii. The amounts stated are including interest and penalty, to the extent demanded.
• ii. Commitments:

34 Particulars of Corporate Social Responsibility (CSR) Expenditure Gross amount required to be spent by the Company during the year 77.13 36.50 Amount spent and paid on CSR activities included in the Statement of Profit and Loss for the year :

Nature of Expenses specified in Schedule VII to the Companies Act, 2013 Rural Development 5.29 2.00

Promoting Preventive Health Care, Environment and Sanitation 50.00 4.45 Education Promotion 22.03 34.22

77.32	40.67

35 Disclosure pursuant to Ind AS 116 on "Leases"

A Following are the changes in the carrying value of right of use assets:

			` in lakhs
Category of Right of use Assets		Gross Block Accumulated	Carrying
		Depreciation	Amount
Buildings
Balance as at April 01, 2019	50.05	-	50.05
Additions	352.05	112.48	239.57
Deletions	4.63	0.71	3.92
Balance as at March 31, 2020	397.47	111.77	285.70
Additions	4.09	136.16	(132.07)
Deletions	6.93	6.54	0.39
Balance as at March 31, 2021	394.63	241.39	153.24

The aggregate depreciation expense amounting to 136.16 lakhs (Previous Year: 112.48 lakhs) on right of use assets is included under Depreciation and Amortization Expense in the Statement of Profit and Loss.

B The following is the break-up of current and non-current lease liabilities:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Current lease liabilities	121.84	131.05
Non current lease liabilities	44.38	162.45
	166.22	293.50

C The following is the movement in lease liabilities:

Particulars	` in lakhs
Balance as at April 01, 2019	50.05
Additions	346.93
Finance cost accrued	21.47
Deletions	3.98
Payment of lease liabilities	120.97
Balance as at March 31, 2020	293.50
Additions	4.09
Finance cost accrued	17.92
Deletions	0.43
Rent Concessions	0.14
Payment of lease liabilities	148.72
Balance as at March 31, 2021	166.22

The aggregate interest expense amounting to 17.92 lakhs (Previous Year: 21.47 lakhs) on Lease Liabilities is included under Finance Costs (Interest expenses - Others) in the Statement of Profit and Loss.

Notes forming part of financial statements

D The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

Particulars		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
Less than one year		129.62	148.96
One to five years		46.31	171.65
More than five years		-	-
		175.93	320.61
meet the obligations related to lease liabilities as and when they fall due.	The Company does not face a liquidity risk with regard to its lease liabilities as the current assets are sufficient to
The following amounts are recognised in the Statement of Profit and Loss:
Particulars		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
Depreciation charge on right of use assets		136.16	112.48
Interest expense on lease liabilities		17.92	21.47
Expense relating to short-term leases		63.72	73.22
Gain on termination of leases		0.02	0.07
Rent Concessions		0.14	-
(Previous Year: 120.97 lakhs). | Total cash outflow for leases from Financing Activites recognised in the Statement of Cash Flows is 148.72 lakhs
Employee benefits	As per Ind AS - 19 - "Employee Benefits", the disclosures of Employee Benefits is given as below:-
36.1 Defined Contribution Plans Expense. (Refer Note 29)	The Company's contribution to Provident Fund and Superannuation Fund aggregating to 232.41 lakhs (Previous<br>Year: 239.24 lakhs) has been recognised in the Statement of Profit and Loss under the head Employee Benefits
36.2 Defined Benefit Plan: Gratuity	The benefit is governed by the Payment of Gratuity Act, 1972. The Key features are as under:
Features of the Defined Benefit Plan	Remarks
Benefit offered	15 / 26 × Salary × Duration of Service
Salary Definition	Basic Salary including Dearness Allowance (if any)
Benefit ceiling	Benefit ceiling of ` 20,00,000 was applied
Vesting conditions	5 years of continuous service (Not applicable in case of death / disability)
Benefit eligibility	Upon Death or Resignation / Withdrawal or Retirement

36.3 The fund is managed by a trust and it is governed by the Board of Trustees. Present strength of trustees is five. The trustees are responsible for the governance of the plan. The day-to-day administration of the scheme is carried out by the trustees. It is the trustee's duty to look after assets on behalf of employees who are entitled to benefit from those assets at future date. Investment of assets of fund is key responsibility of the trustees.

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

36.4 Risk to the Plan

i. Actuarial Risk:

The plan is subject to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employee in future.

ii. Liquidity Risk:

Employees with high salaries and long durations or those higher in hierarchy, accumulate significant level of benefits. If some of such employees resign / retire from the company there can be strain on the cash flows.

iii. Market Risk:

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. One actuarial assumption that has a material effect is the discount rate. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate / government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.

iv. Legislative Risk:

Legislative risk is the risk of increase in the plan liabilities or reduction in the plan assets due to change in the legislation/regulation. The government may amend the Payment of Gratuity Act thus requiring the companies to pay higher benefits to the employees. This will directly affect the present value of the Defined Benefit Obligation and the same will have to be recognized immediately in the year when any such amendment is effective.

| | | As at
March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|---------|---------------------------------------------------------------------|---------------------------------------|---------------------------------------|
| 36.5 i. | Changes in Present Value of Obligations: | | |
| | Present Value of Obligation at the beginning of the year | 1,132.56 | 1,105.57 |
| | Current Service Cost | 40.58 | 40.23 |
| | Past Service Cost | - | - |
| | Interest Cost | 68.40 | 82.58 |
| | Actuarial (Gain) / Loss due to: | | |
| | -
Change in Financial Assumptions | (12.74) | 60.66 |
| | -
Change in Demographic Assumptions | - | (3.48) |
| | -
Experience Changes | 42.84 | 23.51 |
| | Benefits paid | (164.42) | (176.51) |
| | Present Value of Obligation as at the end of the year | 1,107.22 | 1,132.56 |
| ii. | Changes in Fair Value of Plan Assets: | | |
| | Fair value of Plan Assets at the beginning of the year | 11.18 | 10.86 |
| | Expected return on Plan Assets | 0.67 | 0.81 |
| | Contributions by the employer | 163.79 | 176.51 |
| | Benefits paid | (164.42) | (176.51) |
| | Return on plan assets excluding amounts included in interest income | 0.02 | (0.49) |
| | Fair value of Plan Assets as at the end of the year | 11.24 | 11.18 |
| | iii. The amount recognised in Balance Sheet | | |
| | Gross value of Present Obligation at the end of the year | 1,107.22 | 1,132.56 |
| | Fair Value of Plan Assets at the end of the year | 11.24 | 11.18 |
| | Net Liability / (Asset) recognised in Balance Sheet | 1,095.98 | 1,121.38 |

Notes forming part of financial statements

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
iv.	Amount recognised in the Statement of Profit and Loss
	Current Service Cost	40.58	40.23
	Past Service Cost	-	-
	Interest Cost	68.40	82.58
	Expected return on Plan Assets	(0.67)	(0.81)
	Expenses Recognised in the Statement of Profit and Loss	108.31	122.00
v.	Amount recognised in Other Comprehensive Income
	Components of Actuarial (Gain) / Loss:
	Change in Financial Assumptions	(12.74)	60.66
	Change in Demographic Assumptions	-	(3.48)
	Experience Changes	42.84	23.51
	Return on plan assets excluding amounts included in interest income	(0.02)	0.49
	Amount recognised in Other Comprehensive Income	30.08	81.18
vi.	Category of Assets
	Insurer Managed Funds	11.24	11.18
	vii. Maturity Profile of the Defined Benefit Obligation
	1st Following Year (Within next 12 months)	279.42	276.20
	2nd Following Year	111.83	98.48
	3rd Following Year	182.34	141.56
	4th Following Year	126.36	173.97
	5th Following Year	99.10	114.23
	Sum of Years 6 to 10	414.68	422.57
	Sum of Years 11 and above	305.00	302.68
	viii. Sensitivity Analysis for significant assumptions *
	Increase/(Decrease) on present value of defined benefit obligations at the end of the year
	1% increase in discount rate	(41.11)	(43.30)
	1% decrease in discount rate	45.67	47.95
	1% increase in salary escalation rate	44.31	46.32
	1% decrease in salary escalation rate	(40.55)	(42.55)
	1% increase in employee turnover rate	3.45	2.74
	1% decrease in employee turnover rate	(3.80)	(3.01)
ix.	Assumptions
	Mortality Table - Indian Assured Life Mortality 2006-08
	Discount Rate	6.33%	6.04%
	Rate of increase in compensation levels	5.00%	5.00%
	Expected Return on Plan Assets	6.33%	6.04%
	Attrition Rate
	For service 4 years and below For service 5 years and above	15.00%	15.00% 2.00%
x.	Weighted average duration of Defined Benefit Obligation	2.00% 5 years	5 years

• xi. The estimate of rate of escalation in salary considered in actuarial valuation, takes into account inflation, seniority, promotion and other relevant factors, including supply and demand in the employment market.
• xii. Expected rate of return on Plan Assets is based on expectation of the average long term rate of return expected on investments of the fund during the estimated term of the obligations which is 9 years.

xiii. Asset Liability matching strategy

The money contributed by the Company to the Gratuity fund to finance the liabilities of the plan has to be invested.

The trustees of the plan have outsourced the investment management of the fund to an Insurance Company. The Insurance Company in turn manages these funds as per the mandate provided to them by the trustees and the asset allocation which is within the permissible limits prescribed in the insurance regulations. Due to the restrictions in the type of investments that can be held by the fund, it is not possible to explicitly follow an asset liability matching strategy.

There is no compulsion on the part of the Company to fully prefund the liability of the Plan. The Company's philosophy is to fund these benefits based on its own liquidity.

* The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

37 Segment Reporting

The Company is engaged primarily into manufacturing of Cement. The Company has only one business segment as identified by the Manangement which includes mainly Cement and Clinker. Segments have been identified taking into account nature of product and differential risk and return of the segment. The business segments are reviewed by the Managing Director of the Company (CODM).

38 Related Party Disclosures

38.1 List of related parties:

• i. Promoter companies together with its subsidiaries and associate companies holding more than 20% of the Equity Share Capital:
• a. Pallor Trading Company Private Limited
• b. The Mehta International Limited
• c. Mehta Private Limited
• d. The Mehta International Mauritius Limited
• e. Mehta Investments Mauritius Limited
• f. Villa Trading Company Private Limited
• g. Galaxy Technologies Private Limited
• h. Mehta Sports Limited
• i. Parsec Enterprises Private Limited (Refer Note 43)
• j. Bhadra Textiles and Trading Private Limited
• k. Omna Enterprises LLP

Notes forming part of financial statements

ii. Subsidiary Company: Agrima Consultants International Limited

iii. Key Management Personnel:

• a. Mr. M. N. Mehta Chairman
• b. Mr. Jay Mehta Executive Vice Chairman
• c. Mr. M. S. Gilotra Managing Director
• d. Mr. Hemang D. Mehta Non-Executive Director
• e. Mr. Hemnabh R. Khatau Non-Executive Director
• f. Mr. M. N. Rao Independent Director
• g. Mr. B. P. Deshmukh Independent Director
• h. Mr. K. N. Bhandari Independent Director
• i. Mr. Jayant N. Godbole Independent Director
• j. Mr. Bimal R. Thakkar Independent Director
• k. Mr. Ashwani Kumar Independent Director
• l. Mrs. Bhagyam Ramani Independent Director
• iv. Enterprise having Key Management Personnel in common: Gujarat Sidhee Cement Limited
• 38.2 Transactions and Balances with related parties:

			For the	For the
			Year ended	Year ended
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
A		Transactions with related parties:
	i.	Compensation paid / payable to Key Management Personnel:
		(Short-term employee benefits)
		a. Mr. Jay Mehta	526.60	404.62
		b. Mr. M. S. Gilotra	408.56	325.17
		As the liability for gratuity are provided on actuarial basis for the
		Company as a whole, the amounts mentioned are exclusive of gratuity.
	ii.	Transactions with Subsidiary Company:
		a. Rent / Expenses reimbursements	15.07	15.17
		b. Interest Income on loan	12.03	13.05
		iii. Transactions with Key Management Personnel:
		a. Directors sitting fees	68.40	54.95
		b. Dividend on Equity Shares	0.95	1.66
		iv. Transactions with relatives of Key Management Personnel:
		Dividend on Equity Shares	35.41	61.97
	v.	Transactions with Promoter Companies:
		Dividend on Equity Shares	327.59	810.21
	vi.	Transactions with Gujarat Sidhee Cement Limited
		a. Purchase of goods, materials and stores & spares	1,245.81	58.77
		b. Recovery for services	74.97	154.41
		vii. Transactions with Mehta Private Limited:
		Rent Paid	68.17	38.64

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 STANDALONE FINANCIAL STATEMENTS

				As at	As at
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
B			Outstanding Balances as at the year-end
	i.		Balances with Subsidiary Company:
		a.	Loans receivable	127.00	137.00
		b.	Interest accrued but not due on loans	33.33	21.30
	ii.		Balances with Key Management Personnel:
		a.	Remuneration payable to Mr. M S Gilotra	159.42	83.97
		b.	Remuneration payable to Mr. Jay M Mehta	212.56	126.29
		c.	Travelling Advance to Mr. Jay M Mehta	2.67	-
			iii. Balance with Gujarat Sidhee Cement Limited
			Amount receivable	28.98	133.24

C Terms and conditions of transactions and balances with related parties

i. The transactions with related parties are made in the normal course of business and on terms equivalent to those that prevail in arm's length transactions.

• ii. Outstanding balances at the year end are unsecured and interest free except Loan receivable from Subsidiary Company, which carries interest rate @ 9% p.a. and settlement occurs in cash.
• iii. There have been no guarantees provided or received for any related party transaction.
• iv. For the year ended March 31, 2021, the Company has not recorded any impairment of receivables relating to amounts owed by related parties.

39 Capital Management:

The primary objective of Company's Capital Management is to maximize shareholder value without having any adverse impact on interests of other stakeholders. At the same time, company strives to maintain an optimal capital structure to reduce the cost of capital. For the purpose of the Company's Capital Management, debt includes borrowings and current maturities of long term debt and equity includes issued equity share capital, share premium and all other equity.

The Company monitors capital using Net Debt to Equity ratio which is as under :

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Total Debt	2,038.95	2,769.46
Cash and Cash Equivalents and Fixed Deposits with Bank	14,357.42	9,437.20
Net Debt (A)	(12,318.47)	(6,667.74)
Total Equity (B)	52,410.66	45,211.91
Net Debt to Equity Ratio (A/B)	NA	NA

Notes forming part of financial statements

40 Disclosure pursuant to Ind AS 12 on "Income Taxes" 40.1 Income tax expense recognised in the Statement of Profit and Loss: i Current Income Tax In respect of current year 2,897.77 1,357.81 Adjustments in respect of tax of earlier years 1.99 4.92 Total current income tax 2,899.76 1,362.73 ii Deferred Tax

In respect of utilisation of B/f MAT credit - 278.80 In respect of MAT credit entitlement of earlier years (29.84) - Total Deferred Tax 117.90 720.60

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	40 Disclosure pursuant to Ind AS 12 on "Income Taxes"
	40.1 Income tax expense recognised in the Statement of Profit and Loss:
i	Current Income Tax
	In respect of current year	2,897.77	1,357.81
	Adjustments in respect of tax of earlier years	1.99	4.92
	Total current income tax	2,899.76	1,362.73
ii	Deferred Tax
	In respect of current year origination and reversal of temporary difference In respect of utilisation of B/f MAT credit	147.74 -	441.80 278.80
	In respect of MAT credit entitlement of earlier years	(29.84)	-
	Total Deferred Tax	117.90	720.60
	Income Tax expense	3,017.66	2,083.33
	40.2 Income tax charge / (credit) recognised in Other Comprehensive Income:
	Deferred Tax
	In respect of remeasurement gain / (loss) of defined benefit plan	(10.51)	(28.37)
	40.3 Classification of Income tax charge / (credit) recognised in Other
	Comprehensive Income:
	Income tax charge / (Credit) related to items that will not be reclassified to	(10.51)	(28.37)
	profit or loss
	40.4 Reconciliation of Income Tax Expense with the accounting profit multiplied
	by Company's tax rate
	Accounting profit before tax	10,255.82	7,744.31
	Applicable Tax Rate *	34.944%	34.944%
	Computed Tax Expense	3,583.79	2,706.17
	Effect of non deductible items	214.34	276.56
	Effect of deductible items	(210.62)	(187.50)
	Effect of exempt income	-	(7.78)
	Effect of Brought forward unused tax losses	-	(434.98)
	Effect of deductions under Chapter VI-A	(689.74)	(715.86)
	Adjustment of income tax of earlier year	1.99	4.92
	Adjustment of MAT Credit entitlement of earlier years	(29.84)	-
	Deferred tax adjustment	147.74	441.80
	Tax Expenses recognised in Statement of Profit and Loss	3,017.66	2,083.33
	Effective Tax Rate	29.424%	26.901%

40.2 Income tax charge / (credit) recognised in Other Comprehensive Income: Deferred Tax

40.3 Classification of Income tax charge / (credit) recognised in Other Comprehensive Income: Income tax charge / (Credit) related to items that will not be reclassified to profit or loss

40.4 Reconciliation of Income Tax Expense with the accounting profit multiplied by Company's tax rate

* The tax rate used for reconciliation is the corporate tax rate of 34.944% payable by corporate entities in India on taxable profits under Income Tax Act, 1961.

| | | | | | As at
March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------|-----------------------|---------------|---------------------------------------|---------------------------------------|
| | 40.5 Deductible temporary differences arising from investment in subsidiary on | | | | 408.38 | 392.10 |
| | which DTA has not been recognised | | | | | |
| | The Company has not recognised Deferred Tax Asset on deductible temporary | | | | | |
| | difference arising from investment in subsidiary as the Management does not
expect that there will be sufficient taxable income in the form of Capital Gains | | | | | |
| | against which the Capital Loss on the said temporary difference can be utilised. | | | | | |
| | | | | | | |
| | | As at | Recognised | Recognised in | MAT Credit | As at |
| | | April 01, 2020
in lakhs | in Profit and<br>Loss | OCI | utilised | March 31, 2021<br> in lakhs |
| | 40.6 Components of Deferred Tax | | | | | |
| a. | Deferred Tax Assets | | | | | |
| | Provision for Impairment | 1,606.65 | - | - | | -
1,606.65 |
| | Provision for expenses allowable on cash basis | 931.02 | (37.49) | - | | -
893.53 |
| | Provision for Gratuity & Leave encashment | 557.42 | (1.44) | 10.51 | | -
566.49 |
| | MAT Credit Entitlement | 2,569.23 | 29.84 | - | (1,094.52) | 1,504.55 |
| | Lease Liabilities | 112.03 | (50.55) | - | | -
61.48 |
| | Others | 17.80 | 1.66 | - | | -
19.46 |
| | | 5,794.15 | (57.98) | 10.51 | (1,094.52) | 4,652.16 |
| b. | Deferred Tax Liabilities | | | | | |
| | Property, Plant and Equipment and
Intangible Assets | 6,198.12 | 106.21 | - | | -
6,304.33 |
| | Right of Use Assets | 99.84 | (46.29) | - | | -
53.55 |
| | | 6,297.96 | 59.92 | - | | -
6,357.88 |
| | Deferred Tax Liabilities / (Asset) (Net) | 503.81 | 117.90 | (10.51) | 1,094.52 | 1,705.72 |
| | | As at | Recognised | Recognised in | MAT Credit | As at |
| | | April 01, 2019 | in Profit and | OCI | utilised | March 31, 2020 |
| a. | Deferred Tax Assets | in lakhs | Loss | | | in lakhs |
| | Provision for Impairment | 1,586.85 | 19.80 | - | | -
1,606.65 |
| | Provision for expenses allowable on cash basis | 896.93 | 34.09 | - | | -
931.02 |
| | Provision for Gratuity & Leave encashment | 534.10 | (5.05) | 28.37 | | -
557.42 |
| | Unused tax losses - Unabsorbed Depreciation | 436.84 | (436.84) | - | | -
- |
| | MAT Credit Entitlement | 2,848.04 | (278.80) | - | | -
2,569.23 |
| | Lease Liabilities | - | 112.03 | - | | -
112.03 |
| | Others | 13.48 | 4.32 | - | | -
17.80 |
| | | 6,316.24 | (550.45) | 28.37 | | -
5,794.15 |
| b. | Deferred Tax Liabilities | | | | | |
| | Property, Plant and Equipment and
Intangible Assets | 6,127.81 | 70.31 | - | | -
6,198.12 |
| | Right of Use Assets | - | 99.84 | - | | -
99.84 |
| | | 6,127.81 | 170.15 | - | | -
6,297.96 |
| | Deferred Tax Liabilities / (Asset) (Net) | (188.43) | 720.60 | (28.37) | | -
503.81 |

Notes forming part of financial statements

41 Share Based Payments

41.1 Saurashtra Employee Stock Option Scheme 2017

In the Annual General Meeting held on July 26, 2017, shareholders of the company approved Saurashtra Employee Stock Option Scheme 2017 (ESOS 2017). The Nomination and Remuneration Committee at its meeting held on February 08, 2018 has approved grant of Stock Options under ESOS 2017 to the senior management and executives from middle management for their performance and to motivate them to contribute to the growth and profitability of the company as also to retain them. Each option carries the right to the holder to apply for one equity share of the company at par. The salient features of the Scheme are as below:

Particulars	Details
No. of Options	16,33,253
Date of Grant	February 08, 2018
Exercise Price (` per share)	10
Vesting Schedule	Graded Vesting:
	i)		33% of Options granted to be vested at 1st anniversary from the date of grant.
	ii)		33% of Options granted to be vested at 2nd anniversary from the date of grant.
	iii)		34% of Options granted to be vested at 3rd anniversary from the date of grant.
Exercise Period	5 years from the date of respective vesting
Fair Value on the date of	75.31
Grant of Option (` per share)
Method of Settlement	Equity
41.2 Movement in Options Granted under ESOS 2017
Particulars		As at	Weighted	As at	Weighted
		March 31,	average	March 31,	average
		2021	exercise price	2020	exercise price
		Nos	per option () | Nos | per option ()
Outstanding at the beginning of the year		1,207,854	10	1,449,527	10
Granted during the year		-		-
Exercised during the year		262,391	10	214,573	10
Forfeited / lapsed during the year		-	10	27,100	10
Outstanding at the end of the year		945,463	10	1,207,854	10
Options exercisable at the end of the year		945,463	10	696,017	10
The weighted average share price during the period of exercise of options was 53.05 per share, Previous Year: 44.19. Weighted average remaining contractual life for the share options outstanding as at March 31, 2021 was 2 years and 1.5 months (Previous Year: 2 years and 9 months)
41.3 Fair Valuation No options were granted during the year. The fair valuation of option granted during FY 2017-18 have been done by an independent firm on the date of grant using the Black-Scholes Model. Black-Scholes Model takes into account exercise price, the term of the option, the share price at the grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
The Key assumptions in the Black-Scholes Model for calculating fair value as on the date of grant:
i. Risk Free Rate : ii. Option Life :	7.12% (Vest 1), 7.31% (Vest 2), 7.46% (Vest 3) Average of [Minimum Life (Vesting period) + Maximum Life (Vesting period +

• Exercise period)], which is 3.50 Years (Vest 1), 4.51 Years (Vest 2), 5.51 Years (Vest 3)

iii.	Expected Volatility * :		52.89% (Vest 1), 55.72% (Vest 2), 58.15% (Vest 3)
iv.	Dividend Yield	:	1.15%

* Expected volatility on the Company's stock price on Bombay Stock Exchange based on the data commensurate with the expected life of the option upto the date of grant.

41.4 Expenses arising from equity-settled share-based payments to employees debited to the Statement of Profit and Loss is 109.76 lakhs (Previous Year: 288.79 lakhs).

42 Disclosure on Financial Instruments

42.1 Classification of Financial Assets and Liabilities

Particulars	Note No.	As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
Financial Assets at amortised cost:
Trade Receivables	8	2,901.84	3,435.17
Loans	4 and 11	225.55	266.20
Cash and Bank Balances	9 and 10	18,804.88	10,235.69
Other Financial Assets	5 and 12	347.53	266.85
Financial Assets at fair value through Other Comprehensive Income:
Investments	3	760.40	353.45
Total		23,040.20	14,557.36
Financial Liabilities at amortised cost:
Term Loan from Banks (Non-current)	16	462.15	620.29
Borrowings (Current)	19	1,277.75	1,833.47
Trade payables	20	3,696.01	5,458.92
Lease Liabilities	35	166.22	293.50
Other Financial Liabilities	21	2,416.23	4,019.45
Total		8,018.36	12,225.63

The fair value of Bank Deposits with more than 12 months maturities & earmarked balances and fair value of borrowed funds approximate carrying value as the interest rate of the said instruments are at the prevailing market rate of interest.

The carrying amount of financial assets and financial liabilities (other than borrowed funds) measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

42.2 Fair Value Measurement

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

• i. Receivables are evaluated by the Company based on history of past default as well as individual credit worthiness of the customer. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables, if required.
• ii. The fair value of interest free loans given is estimated by discounting future cash flows using rates currently available for loans with similar terms, credit risk and remaining maturities.
• iii. The fair values of quoted equity instruments are derived from quoted market prices in active markets.

The Company has established the following fair value hierarchy that categorises the values into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1 - This hierarchy uses quoted (unadjusted) market prices in active markets for identical assets or liabilities.

Notes forming part of financial statements

• Level 2 The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
• Level 3 If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Financial Assets at fair value through Other Comprehensive Income:
Investments - Level 1	759.15	352.20
Investments - Level 2	1.25	1.25
Total	760.40	353.45

Financial Assets at fair value through Other Comprehensive Income:
Investments - Level 1	759.15	352.20
Investments - Level 2	1.25	1.25
Total	760.40	353.45

There is no transfer between Level 1 and Level 2 during the year.

42.3 Financial Risk Management Framework:

The Company's principal financial liabilities comprises of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the company's operations. The Company's principal financial assets comprises of trade and other receivables, cash and cash equivalents and bank balances other than cash and cash equivalents that are derived directly from its operations.

The Company's activities exposes it to market risk, credit risk and liquidity risk. Company's overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the company. The Company's senior management oversees the management of these risks. They provide assurance that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the company's policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

The sources of risks which the company is exposed to and their management is given below:

Risk	Exposure Arising From Measurement		Management
Credit Risk	Trade Receivables, Loans	Ageing Analysis, Credit Rating	Credit limit and credt worthiness monitoring, Criteria based approval process
	Liquidity Risk Borrowings and Other Liabilities	Cash flow forecasts	Adequate unused credit facilities and sufficient Bank FDRs
Foreign Exchange Risk	Committed commercial transaction, Financial asset and Liabilities not denominated in INR	There are no major foreign exchange transactions	Foreign exchange transaction are in the nature of current payment and effected at current exchange rate.
Commodity Price Risk	Movement in prices of commodities mainly Imported Steam Coal	Sensitivity Analysis, Commodity price tracking	Orders are placed based on the best price quoted by parties.

		observable market data, the instrument is included

Market Risk:

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of three types of risks – interest rate risk, foreign exchange risk and commodity price risk in a fluctuating market environment. Financial instrument affected by market risks includes foreign currency receivables and payables.

The Company has designed risk management frame work to control various risks effectively to achieve the business objectives. This includes identification of risk, its assessment, control and monitoring at timely intervals.

Foreign Exchange Risk:

Foreign exchange risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the import of fuels, raw materials and spare parts, capital expenditure and export of cement.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures.

Outstanding foreign currency exposure	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Trade Advances
EUR	39.06	-
GBP	-	1.54
USD	5.07	-

Foreign currency sensitivity on unhedged exposure:

Since the exposure is not significant, 1% increase in foreign exchange rates will have negligible impact on profit before tax.

Interest Rate Risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates to i) overdraft facility against fixed deposits and ii) Cash Credit. The Company doesn't have foreign currency borrowings. The company parks surplus funds in fixed deposits and avails overdraft facility against same to meet temporary fund requirement. The interest rate on overdraft facility is linked with interest rate on fixed deposit. Any adverse movement in interest rate will not affect profit before tax since the same will be offset by interest income earned on corresponding fixed deposit. Hence the interest rate risk is self mitigated in the case of overdraft facility. The Cash Credit facility has floating interest rate.

Interest rate exposure:

Interest rate exposure is in respect of Cash Credit. Amount outstanding as at March 31, 2021 is 999.98 lakhs, Previous Year: Nil.

There is no significant interest rate risk in respect of overdraft facility against fixed deposits as the same has fixed margin over the interest rates of fixed deposits.

Interest rate sensitivity for unhedged exposure:

1% increase / decrease in interest rate will impact Profit before tax by ` 10 lakhs p.a.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period.

Notes forming part of financial statements

Commodity Price Risk:

Commodity price risk arises due to fluctuation in prices of coal, pet coke and other products. The company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs.

Credit Risk Management:

Credit risk arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its investing activities mainly deposits with banks and foreign exchange transactions. The Company has no significant concentration of credit risk with any counterparty.

Trade Receivables:

Customer credit is managed as per Company's established policy procedures and control related to customer credit risk management. The Company has credit evaluation policy for each customer and based on the evaluation maximum exposure limit of each customer is defined. Wherever the Company assesses the credit risk as high the exposure is backed by either bank guarantee / letter of credit or security deposits.

Export sales is mainly against advance payment or letter of credit.

Generally deposits are taken from domestic debtors. Apart from deposit, there is a third party agent area wise. In case any customer defaults, the amount is first recovered from third party agent, then from the agent's commission. Each outstanding customer receivable is regularly monitored and if outstanding is above due date, further sales orders are controlled and can only be fulfilled if there is a proper justification. The Company does not have higher concentration of credit risks to a single customer.

Total Trade receivable as at March 31, 2021 is 2,915.58 lakhs, Previous Year: 3,448.91 lakhs.

In view of above credit policy and considering past history of insignificant bad debts, instead of recognising allowance for expected credit loss based on provision matrix, which uses an estimated default rate, the Company makes provision for impairment based on specific identification. The Company will reassess the model periodically and make the necessary adjustments for loss allowance, if required. The movement in provision for impairment is as below: Particulars As at As at

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Opening Provision	13.74	14.13
Add: Provided during the year	-	-
Less: Utilised / written back during the year	-	0.39
Closing Provision	13.74	13.74

Cash and Cash Equivalent and Bank Deposit:

Credit Risk on cash and cash equivalent, deposits with the banks is generally low as the said deposits have been made with the banks who have been assigned high credit rating by international and domestic rating agencies.

Liquidity Risk:

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. The Company manages liquidity risk by continuously monitoring forecast and actual cash flows on daily, monthly and yearly basis. Loan arrangements, credit limits with various banks including working capital and monitoring of operational and working capital issues are always kept in mind for better liquidity management. In addition, processes and policies related to such risks are overseen by senior management.

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments.

				` in lakhs
As at March 31, 2021	Less than	1 to 5 years	More than 5	Total
	1 year / On		years
	demand
Borrowings (including current maturities of long-term	1,576.80	462.15	-	2,038.95
debts)
Trade payables	3,696.01	-	-	3,696.01
Lease Liabilities	129.62	46.31	-	175.93
Other financial liabilities	2,117.18	-	-	2,117.18
As at March 31, 2020	Less than 1	1 to 5 years	More than 5	Total
	year / On		years
	demand
Borrowings (including current maturities of long-term	2,149.17	620.29	-	2,769.46
debts)
Trade payables	5,458.92	-	-	5,458.92
Lease Liabilities	148.96	171.65	-	320.61
Other financial liabilities	3,703.75	-	-	3,703.75

43 Amalgamation of a promoter company

The Board of Directors of the Company had approved a scheme of amalgamation (the Scheme) of one of the promoter companies namely Parsec Enterprises Private Limited (PEPL) with the Company at its meeting held on May 18, 2020. The Scheme has been approved by National Company Law Tribunal (NCLT) vide its order dated April 26, 2021. The Scheme is effective from the Appointed Date of April 01, 2020, which is deemed to be the acquisition date for purpose of Ind AS 103 – Business Combinations.

• A The amalgamation will result in the promoter group of the PEPL directly holding shares in the Company, which will lead to simplification of the shareholding structure and reduction of shareholding tiers of the Company.
• B The Company has accounted for the amalgamation in its books of accounts with effect from the appointed date as per the "Acquisition Method", as prescribed in Indian Accounting Standard (Ind AS) 103: "Business Combinations" specified under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 ('the Act') as applicable.

No consideration has been paid by the Company for acquisition of PEPL.

The fair value of assets and liabilities recognised at the date of acquisition are as follows:

	` in lakhs
Current Assets
Deposit with Government / Statutory Authority	0.25
Balance with Bank	417.58
Balances with Statutory / Government Authorities	0.21
Current Liabilities
Liabilities for expenses	0.56
Net Assets	417.48

The amount of net assets taken over has been attributed to non-controlling interest (Shareholders of PEPL). There is no Goodwill or Capital Reserve arising on the transaction.

During the pendency of the Scheme, the Board of Directors of PEPL have declared dividend to its shareholders amounting to ` 407.22 lakhs. The same was paid by PEPL and accordingly adjusted against the amount of noncontrolling interest.

Notes forming part of financial statements

C Revenue and Loss of PEPL included in the Statement of Profit and Loss for the year ended March 31, 2021:

		` in lakhs
Revenue from operations		-
Total Expenses		15.50
Loss after Tax		15.50
Out of above expenses, acquisition related costs are ` 14.91 lakhs. The same has been recognised in the Statement of Profit and Loss as below:
Nature of Expenses		` in lakhs
Legal & Professional Fees		7.78
Advertisement Expenses		1.03
Travelling Expenses		0.59
Audit Fees - In Other Capacity		0.80
Misc. Expenses		4.71
		14.91
PEPL. Considering this, details of shares held by shareholders holding more than 5% of the aggregate shares in the Company as at March 31, 2021 are as below:
	Numbers	%
Villa Trading Company Private Limited Omna Enterprises LLP	13,658,167 10,522,431	19.56% 15.07%
Mehta Investments Mauritius Limited	20,190,939	28.92%
The cancellation of shares held by PEPL and issuance of shares of the Company to the shareholders of PEPL is under process. During the pendency of the Scheme, the Board of Directors of the Company at its meeting held on February 02, 2021
declared an interim dividend of 1 per equity share. The Company paid the dividend to its shareholders including<br>PEPL who was holding 1,35,38,370 equity shares. The Company paid dividend of 1,35,38,370 to PEPL.
After approval of the Scheme from the Appointed date of April 01, 2020, the assets, liabilities, income and expenses of PEPL for FY 2020-21 are merged in the Company and therefore, the amount of dividend has come back in the accounts of the Company. Consequently, dividend amount paid to PEPL has been reduced from the amount of dividend in the books of account of the Company.
44 Acquisition of Paint Business
The Board of Directors of the Company at its meeting held on March 30, 2021 approved a proposal for acquisition of the Paint Business of M/s Snowcem Paints Private Limited ("the seller").

In this regard, the Company has executed Definitive Agreement on April 07, 2021 for purchase of business undertaking of the Paint Business of the seller for a total consideration of ` 54.11 crores on slump sale basis and as a going concern, including its manufacturing facilities, licenses & permissions, various brands in India and overseas, Trademarks and associated IPR, distribution and supply chain network, etc. on fulfilment of certain conditions.

As of the date of adoption of financial statements by the Board of Directors, the Company is in the process of finalising the accounting for acquisition of the Paint Business, including allocation of purchase consideration.

Notes forming part of financial statements

• 45 The Company has considered the possible effects that may result from COVID-19 in the preparation of these financial statements including the recoverability of carrying amount of property, plant and equipment, receivables, inventories and other assets. For assessing the impact, the Company has taken into account the external and internal sources of information and it expects that the carrying amount of these assets will be recovered.
• 46 The Central Government has passed the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The draft rules under the said code have also been released for inviting suggestions from the stakeholders. The effective date from which the code and rules will be applicable is yet to be notified. The Company will assess the impact and its valuation and will give appropriate impact in its financial statements in the period in which the Code becomes effective and the related rules to determine the financial impact are notified.

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
47	Earnings Per Share
	Basic earnings per share
	Net Profit for the year	7,238.16	5,660.98
	Weighted average number of equity shares outstanding	69,657,993	69,439,368
	Basic earnings per share (in `)	10.39	8.15
	Diluted earnings per share
	Net Profit for the year	7,238.16	5,660.98
	Weighted average number of equity shares outstanding	69,657,993	69,439,368
	Add: Weighted average number of potential equity shares on account of outstanding Employee Stock Options	806,324	387,406
	Weighted average number of equity shares outstanding for diluted EPS	70,464,317	69,826,774
	Diluted earnings per share (in `)	10.27	8.11

48 Previous year figures have been recasted / restated where necessary.

As per our Report of even date attached	For and on Behalf of the Board of Directors
For MANUBHAI & SHAH & LLP	Jay Mehta Executive Vice Chairman
Chartered Accountants	M. N. Rao	Director
Firm Registration No. 106041W / W100136	M. S. Gilotra	Managing Director
	Rakesh Mehta	Chief Financial Officer
K C Patel	Sonali Sanas	Sr. Vice President (Legal) & Company Secretary
Partner
Membership No. 30083

Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

INDEPENDENT AUDITOR'S REPORT ON CONSOLIDATED FINANCIAL STATEMENTS

To

The Members of Saurashtra Cement Limited

Report on Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying Consolidated Financial Statements of Saurashtra Cement Limited ('the Company' or 'the Holding Company'), and its subsidiary (the Holding company and its subsidiary together referred to as "the Group") which comprise the Consolidated Balance Sheet as at March 31, 2021, the Consolidated Statement of Profit and Loss (including other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year then ended and a summary of significant accounting policies and other explanatory information (herein after referred to as 'consolidated financial statements').

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Ind AS, of the consolidated state of affairs of the Group, as at March 31, 2021, of consolidated profit, consolidated total comprehensive income, consolidated statement of changes in equity and its consolidated cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the Consolidated Financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 ("the Act"). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the independence requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Consolidated Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the general key audit matters to be communicated in our report.

Key Audit Matter	Auditor's Response
Recognition of Deferred Tax Assets
The Company has recognized Deferred Tax Assets on tax credit (MAT) which involves significant judgment to determine whether there will be reasonable certainty of taxable income against which the tax credit will be utilized.	Our audit procedures include the following substantive procedures: - Obtained details of completed tax assessments up to year ended March 31, 2021 from management.

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 CONSOLIDATED FINANCIAL STATEMENTS

Key Audit Matter	Auditor's Response
Impairment of Capital Work in Progress (CWIP)
The company has incurred the expenditure of 8,107.17 Lakhs on expansion project in earlier<br>years. The expenditure comprised of cost of<br>imported plant & machineries (including related<br>stores and spares), civil work and pre-operative<br>expenses (including interest capitalized). Balance<br>of 7,892.10 Lakhs on March 31, 2021 is shown under Capital Work in Progress in balance sheet. The project was suspended in the year 2005. However, the company intends to install the assets at a later date, depending upon the market condition. For this purpose company has got the evaluation and valuation of assets done by a project consultant. Based on the report of the consultant, the total value of assets is estimated at 4,584.00 lakhs.<br>This value is higher than the carrying value at<br> 3,294.32 lakhs of these assets and the company has continued provision for impairment of ` 4,597.78 lakhs as at March 31, 2021. We have considered this matter to be key audit matter considering the significant judgement involved in valuation of assets for the purpose of determining Impairment and materiality of amount involved. Refer Note No 2 to the Consolidated Financial Statements.	procedures:

• Our audit procedures include the following substantive
• Obtained the details of assets and expenditure incurred in respect of expansion project.
• Carried out physical verification of the assets and assessed their condition.
• Discussed with senior management about their plan for utilization of the assets at a later date and relevant documents in relations thereto.
• Perused the valuation report of the valuation expert and reviewed underlying assumptions on the basis of which valuation has been made.
• Verified the working of the amount of provision made for impairment of the assets.
• Verified that accounting treatment / disclosure in respect of impairment of assets is in accordance with Ind AS 36 "Impairment of Assets".

Key Audit Matter	Auditor's Response
We have considered this matter to be key audit matter considering the materiality of amount of tax credit, significant judgement involved in estimating future taxable income against which such assets can be realized. Refer Note Nos 18 & 40 to the Consolidated Financial Statements	- We involved our internal experts to review management's underlying assumptions regarding availability of tax credit in the light of the provisions of the Income Tax Act,1961. - We evaluated the estimates of profitability made by the management on the basis of which it is considered that the company will have sufficient
	taxable income against which tax credit will be utilized.
	- Verified that recognition of such assets is made in accordance with Ind AS 12 "Income Taxes".
Uncertain tax position under Indirect Tax Laws
The company has material tax litigations pending under various indirect tax laws. The litigation	Our audit procedures include the following substantive procedures:
involves significant judgement to determine the possible outcome based on which accounting	- Obtained the details of uncertain tax position and gained understanding thereof.
treatment is given to the disputed amount. We have considered these matters to be key audit	- Read and analyzed relevant communication with the authorities and legal consultants.
matter given the magnitude of potential outflow of economic resources and uncertainty of potential outcome.	- We have perused the opinion of legal consultant obtained by the management on possible outcome of the litigation.
Refer Note Nos 22 & 33 to the Consolidated Financial Statements	- Discussed with senior management and evaluated management's assumptions regarding provisions made.
	- Verified that accounting treatment / disclosure in respect of pending litigations is in accordance with Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets".

Management's Responsibility for the Consolidated Financial Statements

The Holding Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Consolidated Financial Statements that give a true and fair view of the consolidated financial position, consolidated financial performance, and consolidated cash flows of the Group in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

In preparing the Consolidated Financial Statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of the Group.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern.

Key Audit Matter	Auditor's Response
Estimation of Incentives to customers
The Company sells its products through various channels such as dealers and commission agents; (customers) and provides incentives to them in the form of rebate, discount etc. under various marketing schemes. As per the accounting policy of the Company, the revenue is recognised upon transfer of control of goods to the customer and net of rebate/discount/ incentives based on the scheme. This requires an estimation of the revenue taking into consideration these incentives. With regard to the determination of revenue, the management is required to make significant estimates in respect of the followings: - The incentives linked to sales, which will be given to the customers pursuant to schemes offered by the Company; - Benefits offered by the dealers to the ultimate consumers is also considered on behalf of the company. The matter has been determined to be a key audit matter in view of volume and complexities in working as well as the involvement of significant	Our audit procedures include the following substantive procedures: - Obtained an understanding from the management with regard to controls relating to recording of incentives and period end outstanding value of performance obligations and tested the operating effectiveness of such controls. - Tested the inputs used in the estimation of revenue in context of incentives. - Ensured the completeness of liabilities recognised by evaluating the parameters for the schemes. - Verified the authorisation for schemes for incentives. - Analysed past trends by comparing actuals with the estimates of earlier periods. - Verified that accounting treatment is in accordance with Ind AS 115 "Revenue from Contracts with Customers". Based on the above procedures, we did not identify any significant deviation to assessment made by management in respect of estimation of liabilities for incentives.

Information Other than the Consolidated Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Board's Report including Annexures to Board's Report and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

• b) In our opinion proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and report of other auditor.
• c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, Consolidated Statement of Changes in Equity and Consolidated Statement of Cash Flows dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated financial statements.
• d) In our opinion, the aforesaid consolidated financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.
• e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2021 taken on record by the Board of Directors of the Holding Company and report of statutory auditor of its subsidiary company, none of the directors of the Group Companies is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
• f) With respect to the adequacy of the internal financial controls over financial reporting of the Group and the operating effectiveness of such controls, refer to our separate report in Annexure A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the internal financial controls over financial reporting.
• g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, we report that, in our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its Managing and Executive Directors during the year is in accordance with the provisions of section 197 of the Act.
• h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
• (i) The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group– Refer Note 33 to the consolidated financial statements.
• (ii) The Group did not have any material foreseeable losses on long-term contracts including derivative contracts.
• (iii) There were no amount which were required to be transferred to the Investor Education and Protection Fund by the Holding Company and its subsidiary company during the year ended March 31, 2021.

For, Manubhai & Shah LLP

Chartered Accountants ICAI Firm Registration No. 106041W /W100136

(K C Patel)

Partner Place: Ahmedabad Membership No. 30083 Date: May 29, 2021 UDIN: 21030083AAAACW2950

If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. For the other entity included in the consolidated financial statements, which has been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

We did not audit the financial statements of the subsidiary whose Financial Statements include total assets of 30.65 lakhs (before adjustment of consolidation) and net assets of (130.41) Lakhs (before adjustment of consolidation) as at March 31, 2021 and total revenue of 24.32 lakhs (before adjustment of consolidation) and net cash flows of (10.11) Lakhs (before adjustment of consolidation) for the year ended on that date. These financial statements, other financial information and auditor's report have been furnished to us by the management of the company.

Our opinion on the Consolidated Financial Statements, and our Report on other legal and regulatory requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the report of the other auditor.

Report on Other Legal and Regulatory Requirements

• 1. As required by Section 143 (3) of the Act, we report that:
• a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that:

• 1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
• 2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
• 3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company and its subsidiary company, which is company incorporated in India, have, in all material respects, an adequate internal financial control system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2021, based on the internal control over financial reporting criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Other Matters

Our aforesaid report under section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial reporting insofar as it relates to a subsidiary company, is based on the corresponding report of the auditors of the company.

For, Manubhai & Shah LLP Chartered Accountants ICAI Firm Registration No. 106041W /W100136

(K C Patel) Partner Place: Ahmedabad Membership No. 30083 Date: May 29, 2021 UDIN: 21030083AAAACW2950

Annexure - A

TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under "Report on Other Legal and Regulatory Requirements" section of our report to the members of Saurashtra Cement Limited of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

In conjunction with our audit of the Consolidated Financial Statements of Saurashtra Cement Limited (hereinafter referred to as "Company") and its subsidiary company, which is company incorporated in India, as of that date, as of and for the year ended March 31, 2021, we have also audited the internal financial controls over financial reporting of the Companies.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company and its subsidiary company, which is a company incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (" the ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company and its subsidiary company, which is company incorporated in India, based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting of the Company and its subsidiary company, which is company incorporated in India.

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2021

			Note	For the	For the
			No.	Year ended	Year ended
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
	Revenue from Operations		25	67,371.22	60,818.36
	Other Income		26	1,230.36	840.62
	Total Income			68,601.58	61,658.98
	Expenses
(a)	Cost of Materials Consumed		27	7,736.29	6,107.28
(b)	Changes in Inventories of Finished Goods and Work-in-Progress		28	1,569.84	(1,138.83)
(c)	Employee Benefits Expense		29	4,529.00	4,516.88
(d)	Finance Costs		30	437.42	467.62
(e)	Depreciation and Amortisation Expenses		2	2,003.64	1,968.23
(f)	Other Expenses		31	42,078.55	40,403.89
	Total Expenses			58,354.74	52,325.07
	Profit before Exceptional Items and tax			10,246.84	9,333.91
	Exceptional Items		32	-	(1,600.00)
	Profit before tax			10,246.84	7,733.91
	Tax Expense		40
(a)	Current tax			2,897.77	1,357.81
(b)	Relating to previous years			1.99	4.92
(c)	Deferred tax			117.90	720.60
	Total Tax Expense			3,017.66	2,083.33
	Profit for the year			7,229.18	5,650.58
	Other Comprehensive Income
	Items that will not be reclassified to profit or loss
(a)	Remeasurement of defined benefit plan			(30.08)	(81.18)
(b)	Effect of measuring Equity Instruments on Fair Value			406.95	(178.33)
(c)	Income tax on (a)			10.51	28.37
	Total Other Comprehensive Income for the year (net of tax)			387.38	(231.14)
	Total Comprehensive Income for the year Earnings per Equity Share of Face Value of ` 10 each :			7,616.56	5,419.44
	Basic (` per share) (a)		48	10.38	8.14
	Diluted (` per share) (b)		48	10.26	8.09
	Significant Accounting Policies and Notes are an integral part of the Consolidated Financial Statements		1 to 49
	As per our Report of even date attached	For and on Behalf of the Board of Directors
	For MANUBHAI & SHAH & LLP	Jay Mehta		Executive Vice Chairman
	Chartered Accountants	M. N. Rao	Director
	Firm Registration No. 106041W / W100136	M. S. Gilotra	Managing Director
		Rakesh Mehta		Chief Financial Officer
	K C Patel	Sonali Sanas		Sr. Vice President (Legal) & Company Secretary

Partner Membership No. 30083 Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2021

		Note	As at	As at
		No.	March 31, 2021	March 31, 2020
			in lakhs | in lakhs
ASSETS
	NON-CURRENT ASSETS
(a)	Property, Plant and Equipment	2	34,363.09	34,791.55
(b)	Capital Work-in-Progress	2	5,979.12	3,793.78
(c)	Right of Use Assets	2	153.24	285.70
(d)	Intangible Assets	2	7.61	13.78
(e) (f)	Intangible Assets under Development Financial Assets	2	76.75	-
	(i) Investments	3	760.65	353.70
	(ii) Loans	4	108.78	136.33
	(iii) Other Financial Assets	5	50.00	51.66
(g)	Other Non-Current Assets	6	2,400.14	2,434.38
	SUB-TOTAL		43,899.38	41,860.88
	CURRENT ASSETS
(a)	Inventories	7	5,597.35	9,965.73
(b)	Financial Assets
	(i) Trade Receivables	8	2,901.84	3,435.17
	(ii) Cash and Cash Equivalents	9	412.78	838.08
	(iii) Bank Balances other than (ii) above	10	18,393.20	9,408.82
	(iv) Loans (v) Other Financial Assets	11 12	4.65 264.20	7.75 193.89
(c)	Other Current Assets	13	1,077.00	661.61
	SUB-TOTAL		28,651.02	24,511.05
	TOTAL ASSETS		72,550.40	66,371.93
	EQUITY AND LIABILITIES
EQUITY
(a)	Equity Share Capital	14	6,982.15	6,952.15
(b)	Other Equity	15	45,298.10	38,138.33
	SUB-TOTAL		52,280.25	45,090.48
	LIABILITIES
(a)	NON-CURRENT LIABILITIES Financial Liabilities
	(i) Borrowings	16	462.15	620.29
	(ii) Lease Liabilities	35	44.38	162.45
(b)	Provisions	17	1,282.67	1,286.62
(c)	Deferred Tax Liabilities (Net)	18	1,705.72	503.81
	SUB-TOTAL		3,494.92	2,573.17
(a)	CURRENT LIABILITIES Financial Liabilities
	(i) Borrowings	19	1,277.75	1,833.47
	(ii) Lease Liabilities	35	121.84	131.05
	(iii) Trade Payables	20
	- Total Outstanding dues of Micro Enterprises and Small Enterprises		85.41	59.46
	- Total Outstanding dues of Creditors other than Micro Enterprises and		3,611.16	5,401.32
	Small Enterprises
	(iv) Other Financial Liabilities	21	2,416.23	4,019.45
(b) (c)	Other current liabilities Provisions	22 23	8,811.78 338.46	6,954.97 308.56
(d)	Current Tax Liabilities (Net)	24	112.60	-
	SUB-TOTAL		16,775.23	18,708.28
	TOTAL EQUITY AND LIABILITIES		72,550.40	66,371.93
	Significant Accounting Policies and Notes are an integral part of the Consolidated	1 to 49
	Financial Statements

As per our Report of even date attached For and on Behalf of the Board of Directors For MANUBHAI & SHAH & LLP Jay Mehta Executive Vice Chairman Chartered Accountants M. N. Rao Director Firm Registration No. 106041W / W100136 M. S. Gilotra Managing Director

Rakesh Mehta Chief Financial Officer K C Patel Sonali Sanas Sr. Vice President (Legal) & Company Secretary

Partner Membership No. 30083 Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2021

| | For the
Year ended
March 31, 2021
in lakhs | For the<br>Year ended<br>March 31, 2020<br> in lakhs |
|-------------------------------------------------------------------------------------------------------------|-------------------------------------------------------|-------------------------------------------------------|
| CASH FLOWS FROM OPERATING ACTIVITIES | | |
| Profit before tax | 10,246.84 | 7,733.91 |
| | | |
| Add: Finance Costs | 437.42 | 467.62 |
| Loss on Sale / Discard of Property, Plant and Equipment (Net) | 13.53 | 48.07 |
| Exceptional items | - | 1,600.00 |
| Fair Value changes | 1.12 | 3.16 |
| Unrealised Foreign Exchange Loss (Net) | 1.03 | 98.39 |
| Loss on Non-Current Assets held for disposal
Share-based Payments to Employees | 8.01
109.76 | -
288.79 |
| Depreciation and Amortisation Expense | 2,003.64 | 1,968.23 |
| | 2,574.51 | 4,474.26 |
| Less: Interest Income | (717.66) | (511.36) |
| Dividend Income | - | (22.33) |
| Excess Provisions and Trade / Other Payables Written Back | (186.59) | (76.59) |
| Rent concession | (0.14) | - |
| Gain on Termination of Lease | (0.02) | (0.07) |
| Initial direct costs for Right of use Assets | - | (0.47) |
| | (904.41) | (610.82) |
| Operating Profit before Working Capital changes
Adjustments for increase / decrease in: | 11,916.94 | 11,597.35 |
| Trade Payables, Financial Liabilities and Other Current Liabilities | (1,531.78) | 225.19 |
| Provisions | (4.13) | (14.45) |
| Long-term Loans and Other Non-Current Assets | 31.46 | 8.82 |
| Inventories | 4,368.38 | (2,124.22) |
| Trade Receivables | 529.52 | (1,813.00) |
| Short-term Loans, Financial Assets and Other Current Assets | (371.64) | (226.29) |
| | 3,021.81 | (3,943.95) |
| Cash Generated from Operations | 14,938.75 | 7,653.40 |
| Less: Direct Taxes Payments (Net)
Net Cash Generated from Operating Activities | (1,552.81)
13,385.94 | (1,393.98)
6,259.42 |
| CASH FLOWS FROM INVESTING ACTIVITIES | | |
| Purchase of Property, Plant and Equipment | (3,944.47) | (2,366.43) |
| Proceeds from Sale of Property, Plant and Equipment | 63.92 | 50.32 |
| Advance received against Non-Current Assets held for disposal | 127.34 | - |
| Increase in Bank Deposits | (8,977.52) | (2,056.36) |
| Interest income on Bank Deposits | 636.03 | 512.19 |
| Dividend Income | - | 22.33 |
| Net Cash used in Investing Activities | (12,094.70) | (3,837.95) |
| CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares on exercise of Employee Stock options | 26.25 | 21.45 |
| Proceeds from Long-term Borrowings | 157.56 | 610.39 |
| Repayment of Long-term Borrowings | (332.35) | (285.75) |
| Repayment of Short-term Borrowings (Net) | (555.72) | (763.55) |
| | | |

A. EQUITY SHARE CAPITAL (` In lakhs)

during the year 2019-20 18.11 Share Application Money received on exercise of Employee Effect of measuring Equity Instruments on Fair Value Effect of measuring Equity Instruments on Fair Value Balance at the beginning of the Reporting Period i.e. Balance at the beginning of the Reporting Period i.e. Remeasurement of defined benefit plan (net of tax) Remeasurement of defined benefit plan (net of tax) Balance at the end of the Reporting Period i.e. Unvested Employee Stock Options lapsed Total Comprehensive Income for the year Share based payments to employees Employee Stock Options exercised Stock Options, pending allotment OTHER EQUITY Dividend on Equity Shares Dividend Distribution Tax 6,933.73 Issue of Equity Shares As at March 31, 2020 As at April 01, 2019 As at April 01, 2020 Profit for the year Profit for the year Particulars B.			March 31, 2020			during the year 2020-21		March 31, 2021
			6,951.84			30.00		6,981.84
									(` In lakhs)
	Share				Reserves and Surplus			Equity	Total
	application	Capital	Capital	Securities	Share Options	General	Retained	Instruments
	money	Reserve	Redemption	Premium	Outstanding	Reserve	Earnings	through Other
	pending allotment		Reserve					Comprehensive Income
	1.61	2,712.70	737.60	10,677.20	692.50	5,786.29	16,456.28	(3,171.12)	33,893.06
	-	-	-	-	-	-	5,650.58	-	5,650.58
	-	-	-	-	-	-	-	(178.33)	(178.33)
	-	-	-	-	-	-	(52.81)	-	(52.81)
	-	-	-	-	-	-	5,597.77	(178.33)	5,419.44
	(1.61)	-	-	-	-	-	-	-	(1.61)
	-	-	-	-	-	-	(1,216.29)	-	(1,216.29)
	-	-	-	-	-	-	(250.01)	-	(250.01)
	4.95	-	-	-	-	-	-	-	4.95
	-	-	-	-	297.30	-	-	-	297.30
	-	-	-	136.85	(136.85)	-	-	-	-
	-	-	-	-	(8.51)	-	-	-	(8.51)
	4.95	2,712.70	737.60	10,814.05	844.44	5,786.29	20,587.75	(3,349.45)	38,138.33
	4.95	2,712.70	737.60	10,814.05	844.44	5,786.29	20,587.75	(3,349.45)	38,138.33
	-	-	-	-	-	-	7,229.18	-	7,229.18
	-	-	-	-	-	-	-	406.95	406.95
	-	-	-	-	-	-	(19.57)	-	(19.57)
Total Comprehensive Income for the year	-	-	-	-	-	-	7,209.61	406.95	7,616.56
Issue of Equity Shares	(4.95)	-	-	-	-	-	-	-	(4.95)
Dividend on Equity Shares [Refer Note 14.5(i) and 44(E)]	-	-	-	-	-	-	(562.80)	-	(562.80)
Share Application Money received on exercise of Employee Stock Options, pending allotment	1.20	-	-	-	-	-	-	-	1.20
Share based payments to employees	-	-	-	-	109.76	-	-	-	109.76
Employee Stock Options exercised	-	-	-	225.94	(225.94)	-	-	-	-
Balance at the end of the Reporting Period i.e. Vested Employee Stock Options Lapsed	-	-	-	-	(7.96)	-	7.96	-	-
As at March 31, 2021	1.20	2,712.70	737.60	11,039.99	720.30	5,786.29	27,242.52	(2,942.50)	45,298.10

As per our Report of even date attached For and on Behalf of the Board of Directors For MANUBHAI & SHAH & LLP Jay Mehta Executive Vice Chairman Chartered Accountants M. N. Rao Director Firm Registration No. 106041W / W100136 M. S. Gilotra Managing Director Rakesh Mehta Chief Financial Officer K C Patel Sonali Sanas Sr. Vice President (Legal) & Company Secretary

Partner Membership No. 30083 Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

Notes forming part of consolidated financial statements

• 1 Company Overview and Significant Accounting Policies:
• A Company Overview:

Saurashtra Cement Limited ("the Company" or "the Holding Company") is a Public Limited Company incorporated in India, under the provisions of the Companies Act, 1956, having its registered office at Ranavav, Gujarat, India. The Company is engaged in the business of manufacturing and selling of Cement.

The consolidated financial statements for the year ended March 31, 2021 were approved by the Board of Directors and authorised for publication at their meeting held on May 29, 2021.

B Principles of Consolidation:

• i. These Consolidated Financial Statements (CFS) are prepared in accordance with Ind AS 110 Consolidated Financial Statements, specified under Section 133 of the Companies Act, 2013.
• ii. The financial statements of the Company and its Subsidiary ("the Group") have been consolidated on a line-by-line basis by adding together the book value of like items of assets, liabilities, income and expenses after eliminating intra-group balances and intra-group transactions resulting in unrealised profits or losses.
• iii. As far as possible, the Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented in the same manner as the Company's separate Financial Statements.
• iv. The excess of cost to the Company of its investment in the Subsidiary is recognised in the Consolidated Financial Statements as goodwill and the goodwill is amortised over a period of 10 years commencing from the date from which it arises.
• C Subsidiary considered in the Consolidated Financial Statements is:

	No. Name of the Subsidiary Company	Country of Incorporation	Parent's holding as at March 31, 2021	Parent's holding as at March 31, 2020	Financial Year ends
i.	Agrima Consultants International Limited	India	100.00%	100.00%	March 31

D Significant Accounting Policies

1.1 Statement of Compliance:

These consolidated financial statements are prepared in accordance with the Indian Accounting Standards ("Ind AS") as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 ("the Act''), amendments thereto and other relevant provisions of the Act and guidelines issued by the Securities and Exchange Board of India ("SEBI"), as applicable.

1.2 Basis of Preparation and Presentation:

a) Basis of Preparation:

The consolidated financial statements have been prepared on a historical cost basis, except for the following assets and liabilities:

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Payment of Lease Liabilities	(148.72)	(120.97)
Finance Costs Paid	(300.76)	(338.70)
Dividend Paid	(562.80)	(1,216.29)
Dividend Distribution Tax Paid	-	(250.01)
Net Cash used in Financing Activities	(1,716.54)	(2,343.43)
Net increase in Cash and Cash Equivalents	(425.30)	78.04
Cash and Cash Equivalents at the beginning of the year	838.08	760.04
Cash and Cash Equivalents at the end of the year (Refer Note 2 below)	412.78	838.08

Notes:

1 Statement of Cash Flows has been prepared under the indirect method as set out in Ind AS 7 on "Statement of Cash Flows" specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.

2 Reconciliation of Cash and Cash Equivalents as per the Statement of Cash Flows:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Balances with Banks
In Current Accounts	412.78	33.78
In Fixed Deposits (Original maturity of 3 months or less)	-	804.30
Cash and Cash Equivalents as at the end of the year (Refer Note 9)	412.78	838.08

3. Disclosure pursuant to Ind AS 7 on "Statement of Cash Flows"

Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities and financial assets arising from financial activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the Balance Sheet for liabilities and financial assets arising from financing activites, to meet the disclosure requirement.

				` in lakhs
Particulars	Opening	Cash Flows	Non Cash	Closing
	Balance		Changes	Balance
Short Term Borrowings	1,833.47	(555.72)	-	1,277.75
Long Term Borrowings (including Current maturities)	935.99	(174.79)	-	761.20
Bank Balances other than Cash and Cash Equivalents	9,443.30	(8,977.52)	-	18,420.82

4 Purchase of Property, Plant and Equipment includes addition to Intangible Assets, Intangible Assets under Development and adjusted for movement in Capital Work-in-progress and Capital Advances.

5 Figures in bracket indicates cash outflows.

As per our Report of even date attached For and on Behalf of the Board of Directors Chartered Accountants M. N. Rao Director Firm Registration No. 106041W / W100136 M. S. Gilotra Managing Director

For MANUBHAI & SHAH & LLP Jay Mehta Executive Vice Chairman Rakesh Mehta Chief Financial Officer K C Patel Sonali Sanas Sr. Vice President (Legal) & Company Secretary

Partner Membership No. 30083

Ahmedabad, Dated May 29, 2021 Mumbai, Dated May 29, 2021

1.3 Property, Plant and Equipment (PPE):

accordingly, the same are carried at its cost less any accumulated depreciation and/ or any accumulated impairment loss. An item of PPE is recognised as an asset, if it is probable that future economic benefits associated with the item will flow to the Group

under PPE, if those meet the definition thereof and are material, else, such items are

• i. The Group has adopted the cost model as its accounting policy for all its PPE and and the cost of the item can be measured reliably.
• ii. Items such as spare parts, stand-by equipment and servicing equipment are recognised classified as inventory.
• iii. The cost comprises of purchase price (net of recoverable GST / CENVAT / value added necessary for it to be capable of operating in the manner intended by management.
• iv. Items of PPE, which are not yet ready to be capable of operating in the manner intended completion for satisfactory commercial commencement.

tax / other taxes / subsidy etc.), including import duties, other non-recoverable taxes and any cost incurred directly attributable to bring the asset to the location and condition

by management are carried at cost (unless impaired) and are disclosed as "Capital Workin-progress". Pre-operative Expenditure and cost relating to borrowed funds attributable to the construction or acquisition upto the date asset is ready for use is included under Capital Work-in-Progress. The same is allocated to the respective items of PPE on its

1.4 Depreciation / Amortisation:

location and condition necessary for it to be capable of operating in the manner intended by the management. Depreciation (other than Jetty and Premium on Leasehold Land) is provided on the "Straight-line Method" as per the useful lives specified in Part C of Schedule II to the Companies Act, 2013 or as per technical assessment. The residual value and the useful life of an asset is reviewed at least at each financial year-end and if expectations differ from previous estimates, the change is recognised in the Consolidated

• i. Depreciation on PPE is commenced when it is available for use, i.e. when it is in the Statement of Profit and Loss with appropriate disclosure thereof.
• ii. Where the cost of a part of the asset which is significant to the total cost of the asset and depreciation as per the useful life of tangible items of PPE.
• iii. Depreciation of an asset ceases at the earlier of the date, the asset is retired from active use and is held for disposal and from the date, the asset is derecognised.
• iv. Premium on leasehold land of long lease duration is not amortised, being not material.

the useful life of that part is different from the useful life of the remaining asset, the Group has determined the useful life of that significant part separately ("Component Accounting"). However, if the useful life of the identified part is higher than the useful life of the related items of PPE, the life of such identified part is restricted upto the life of the related items of PPE. The Group has adopted such basis for the purpose of providing

1.5 Non-current Assets held for sale:

Items of PPE, which are retired from active use and held for disposal and where the sale is highly probable, are classified under Other Current Assets. The same are carried at the lower of their carrying amounts and fair value less estimated costs to sell. Any write-down in this regard is recognised immediately in the Consolidated Statement of Profit and Loss.

Notes forming part of consolidated financial statements Notes forming part of consolidated financial statements

• Certain financial assets and liabilities measured at fair value (Refer Note 1.18 being accounting policy regarding financial instruments)
• Assets held for sale measured at the lower of its carrying amount and fair value less estimated costs to sell
• Employee's Defined Benefit Plan measured as per actuarial valuation
• Assets and liabilities acquired under Business Combination (other than common control Business Combination) measured at fair value.
• b) Functional and Presentation Currency:

The consolidated financial statements are presented in Indian Rupees, which is the functional currency of the Group and all values are rounded to the nearest lakhs, except when otherwise indicated.

• c) Classification of Assets and Liabilities into Current/Non-current:
• i. The Group presents assets and liabilities in the Consolidated Balance Sheet based on Current/ Non-current classification.
• ii. The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Group has ascertained its operating cycle as twelve months for the purpose of Current/Non-current classification of its Assets and Liabilities.
• iii. An asset is classified as Current when:
  • It is expected to be realised or intended to be sold or consumed in normal operating cycle; or
  • It is held primarily for the purpose of trading; or
  • It is expected to be realised within twelve months after the reporting period; or
  • It is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as Non-current.

• iv. A liability is classified as Current when:
• It is expected to be settled in normal operating cycle; or
• It is held primarily for the purpose of trading; or
• It is due to be settled within twelve months after the reporting period; or
• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as Non-current.

v. Deferred Tax Assets and Liabilities are classified as Non-current assets and liabilities.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

1.8 Impairment of Non-financial Assets:

financial Assets to determine whether there is any indication that those assets have been impaired. If any such indication exists, or when annual impairment testing for an asset is required, the recoverable amount of that asset is estimated in order to determine the

ii. Recoverable amount is the higher of fair value less costs of disposal and value in use. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of

• i. The Group, at the end of each reporting period, assesses the carrying amounts of Nonextent of the impairment loss, if any.
• future cash flows have not been adjusted.
• iii. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less
• iv. When an impairment loss subsequently reverses, the carrying amount of the asset (or treated as a revaluation increase.

than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in Consolidated Statement of Profit and Loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

a cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in the Consolidated Statement of Profit and Loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is

1.9 Inventories:

Inventories are valued as follows:

realisable value, whichever is lower. Cost is derived on moving weighted average basis.

• i. Raw materials, Fuels, Stores and spare parts and Packing materials At cost or net
• ii. Work-in-progress (WIP), Finished goods and Stock-in-trade At cost or net realisable location and condition.

value, whichever is lower. Cost of Finished goods and WIP includes all direct costs and other related factory overheads incurred in bringing the inventories to their present

Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to make the sale.

Notes forming part of consolidated financial statements

1.6 Intangible Assets:

Intangible Assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets being computer software are amortised on the "Straight-line Method" over a period of three years.

Intangible assets not ready for the intended use on the date of the Balance Sheet are disclosed as "Intangible Assets under Development".

1.7 Leases:

The Group's leased assets consist of leases for buildings. The Group assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Group has the right to direct the use of the asset.

At the date of commencement of the lease, the Group recognizes a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease payments as an operating expense as per the terms of the lease.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are subsequently depreciated from the commencement date on a straightline basis over the shorter of the lease term and useful life of the underlying asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of Property, Plant and Equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group's incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

The lease liability is subsequently measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group's estimate of the amount expected to be payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase, extension or termination option.

1.12 Employee share based payments:

is amortised over the vesting period, based on the Company's estimate of equity

• i. Equity-settled share-based payments to employees are measured at the fair value of the employee stock options at the grant date.
• ii. The fair value determined at the grant date of the equity-settled share-based payments instruments that will eventually vest, with a corresponding increase in equity.
• iii. At the end of each reporting period, the Company revises its estimate of the number of the equity-settled employee benefits reserve.
• iv. The dilutive effect of outstanding options is reflected as share dilution in the computation of diluted earnings per share.

equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in the Consolidated Statement of Profit and Loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to

1.13 Employee Benefits:

provident fund scheme are defined contribution plans. The contribution paid/payable under the schemes is recognised during the year in which the employees render the

• i. Defined contribution plan: The Company's superannuation scheme and state governed related service.
• ii. Defined benefit plan Gratuity: In accordance with applicable Indian Laws, the Company Insurance Corporation of India ("LIC").

provides for gratuity, a defined benefit retirement plan ("Gratuity Plan") covering all employees. The Gratuity Plan provides a lump sum payment to vested employees, at retirement or termination of employment, an amount based on the respective employees last drawn salary and the years of employment with the Company. Liability with regard to Gratuity Plan is accrued based on actuarial valuation at the Balance Sheet date, carried out by an Actuary. The Company has an employees gratuity fund managed by the Life

Remeasurement comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), is reflected immediately in the Consolidated Balance Sheet with a charge or credit to retained earnings through Other Comprehensive Income (OCI) in the period in which they occur. Remeasurement is not reclassified to Consolidated Statement of Profit and Loss in subsequent periods.

Past service costs are recognised in the Consolidated Statement of Profit and Loss on the earlier of:

• The date of the plan amendment or curtailment and
• The date when the Company recognises related restructuring costs.
• employees render the services that increases this entitlement. The Company measures

iii. Compensated Absences: As per policy of the Company, it allows for the encashment of absence or absence with pay to its employees. The employees are entitled to accumulate such absences subject to certain limits, for the future encashment or absence. The Company records an obligation for compensated absences in the year in which the

Notes forming part of consolidated financial statements

1.10 Revenue and Income Recognition:

A Revenue from Contracts with Customers

i. Revenue from contracts with customers for sale of goods is recognised when the Group satisfies performance obligation by transferring promised goods to the customer at an amount that reflects the consideration which the Group is expected to be entitled to in exchange for those goods. Performance obligations are satisfied at a point in time, i.e. when the customer obtains control of the goods on its receipt.

Revenue is measured at the amount of transaction price, which is the fair value of the consideration received or receivable, stated net of discounts, returns, incentives and applicable Goods and Services Tax. Transaction price is recognised based on the price specified in the contract, net of the estimated sales rebates, discounts and incentives.

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, it does not adjust any of the transaction prices for the time value of money.

The Company operates a loyalty programme for the customers for the sale of goods. The customers accumulate points for purchases made which entitles them to avail various products. A contract liability for the award points is recognized at the time of the sale. Revenue is recognized when the points are redeemed or on expiry.

ii. In case of Export of goods, the control of goods is transferred on receipt of Bill of Lading / Mate Receipt.

B Other Operating Revenue - Export entitlement

Export entitlements are accounted for on export of goods, if the entitlement can be estimated with reasonable accuracy and conditions precedent to their claims are fulfilled.

C Income Recognition

• i. Claims for Insurance are accounted on certainty of acceptance thereof by the Insurer.
• ii. Dividend income from investments is recognised when the Group's right to receive dividend is established.
• iii. Interest income is recognised on a time proportion basis, by reference to the principal outstanding and the effective interest rate.

1.11 Foreign Currency Transactions:

• i. Transactions in foreign currency (Monetary or Non-monetary items) are recorded at the exchange rate prevailing on the date of the transaction.
• ii. Monetary items (i.e. receivables, payables, loans etc.), which are denominated in foreign currency are translated at the spot rates of exchange of functional currency at the reporting date.
• iii. Non-monetary items which are carried at historical cost denominated in a foreign currency are translated using the exchange rates at the dates of the initial transactions.
• iv. Exchange differences arising on the settlement of monetary items or on reporting at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as income or expense in the Consolidated Statement of Profit and Loss for the period in which they arise.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the asset is realised or liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The Group offsets on a year on year basis, the deferred tax assets and liabilities, where it has a legally enforceable right to offset current tax assets and liabilities and where it intends to settle such assets and liabilities on a net basis.

1.17 Provisions, Contingent Liabilities and Contingent Assets:

i. Provisions are recognised when the Group has a present obligation (legal or constructive) obligation and a reliable estimate can be made of the amount of the obligation.

as a result of a past event, it is probable that the Group will be required to settle the

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cashflows estimated to settle the present obligation, its carrying amount is the present value of those cashflows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more

• ii. A present obligation that arises from past events where it is either not probable that an uncertain future events not wholly within the control of the Group.
• iii. Contingent assets are neither recognised nor disclosed.

Provisions, Contingent liabilities and Contingent assets are reviewed at each reporting date and are adjusted to reflect the current best estimate.

1.18 Financial Instruments:

• i. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
• ii. Financial assets:

Initial recognition and measurement:

All financial assets are initially measured at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.

Subsequent measurement:

For purposes of subsequent measurement, financial assets are classified in below categories:

● Financial Assets at amortised cost

Notes forming part of consolidated financial statements

the expected cost of compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the Balance Sheet date on the basis of an Actuarial valuation. Actuarial gains/losses are immediately taken to the Consolidated Statement of Profit and Loss and are not deferred.

iv. Other short term benefits: A liability is recognised for benefits accruing to employees in respect of wages and salaries in the period the related service is rendered and is measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

1.14 Borrowing Costs:

Borrowing costs that are attributable to the acquisition / construction of qualifying assets are capitalised, net of income earned on temporary investments from such borrowings. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use. Other borrowing costs are charged to the Consolidated Statement of Profit and Loss as expense in the year in which the same are incurred.

1.15 Segment Reporting:

• i. Primary Segment is identified based on the nature of products, the different risks and returns and the internal business reporting system. Secondary Segment is identified based on the geographic location of its customers.
• ii. The Group prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the consolidated financial statements.

1.16 Taxation:

i. Current tax:

The tax currently payable is based on taxable profit for the year. Taxable profit differs from 'Profit before tax' as reported in the Consolidated Statement of Profit and Loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Group's current tax is calculated using tax rates that have been enacted or substantively enacted, by the end of the reporting period in accordance with the provisions of the Income-tax Act, 1961.

ii. Deferred tax:

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

Tax relating to items recognised in equity or OCI is recognised directly in equity or OCI and not in the Consolidated Statement of Profit and Loss. MAT Credits are in the form of unused tax credits that are carried forward by the Group for a specified period of time, hence it is grouped with Deferred Tax Asset.

The deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no longer probable that suffcient taxable profits will be available to allow all or part of the asset to be recovered.

viii. Financial liabilities:

Initial recognition and measurement:

All financial liabilities are recognised initially at fair value and in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Group's financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and other current liabilities.

ix. Subsequent measurement:

The subsequent measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition only if the criteria in Ind-AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/losses on changes in fair value of such liability are recognised in the Consolidated Statement of Profit and Loss.

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. The EIR amortisation is included as finance costs in the Consolidated Statement of Profit and Loss.

x. Derecognition:

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Consolidated Statement of Profit and Loss.

xi. Offsetting of financial instruments:

Financial assets and financial liabilities are offset and the net amount is reported in the Consolidated Balance Sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

1.19 Fair Value Measurement:

i. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions regardless of whether that price is directly observable or

estimated using another valuation technique. The fair value measurement is based on

Notes forming part of consolidated financial statements

• Equity investments measured at fair value through Other Comprehensive Income (FVTOCI)
• iii. Debt instruments at amortised cost:

A debt instrument is measured at the amortised cost if both the following conditions are met:

• a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows and
• b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the Consolidated Statement of Profit and loss. The losses arising from impairment are recognised in the Consolidated Statement of Profit and loss.

iv. Equity investments:

All equity investments in scope of Ind AS 109 are measured at fair value. For all equity instruments, the Group may make an irrevocable election to present in Other Comprehensive Income subsequent changes in the fair value. All fair value changes on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to P&L even on sale of investment. However the Group may transfer the cumulative gain or loss within equity. The Group has made such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.

v. Derecognition:

The Group derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under Ind AS 109.

vii. Impairment of financial assets:

The Group recognises loss allowance using expected credit loss model for financial assets which are not measured at Fair Value through Profit or Loss. Expected credit losses are weighted average of credit losses with the respective risks of default occurring as the weights. Credit loss is the difference between all contractual cash flows that are due to the Group in accordance with the contract and all the cash flows that the Group expects to receive, discounted at original effective rate of interest.

For Trade Receivables, in view of the Group's credit policy and past history of insignificant bad debts, instead of recognising allowance for expected credit loss based on provision matrix, which uses an estimated default rate, the Group makes provision for doubtful debts based on specific identification. The Group will reassess the model periodically and make the necessary adjustments for loss allowance, if required.

Intangible Assets acquired in a Business Combination and recognised separately from Goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a Business Combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Where the consideration transferred exceeds the fair value of the net identifiable assets acquired and liabilities assumed, the excess is recorded as goodwill. Alternatively, in case of a bargain purchase wherein the consideration transferred is lower than the fair value of the net identifiable assets acquired and liabilities assumed, the Group after assessing fair value of all identified assets and liabilities, records the difference as a gain in other comprehensive income and accumulate the gain in equity as capital reserve.

Business combinations involving entities under common control are accounted for using the pooling of interests method. The net assets of the transferor entity or business are accounted at their carrying amounts on the date of the acquisition subject to necessary adjustments required to harmonise accounting policies. Any excess or shortfall of the consideration paid over the share capital of the transferor entity or business is recognised as capital reserve under equity.

1.22 Events after reporting date

Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of such events is adjusted within the consolidated financial statements. Otherwise, events after the balance sheet date of material size or nature are only disclosed.

1.23 Earnings Per Share:

the year attributable to equity shareholders by the weighted average number of equity

• i. Basic Earnings per share (EPS) is computed by dividing the net profit / (loss) after tax for shares outstanding during the year.
• ii. Diluted EPS is computed by dividing the net profit / (loss) after tax for the year of all the dilutive potential equity shares into equity shares.

attributable to equity shareholders adjusted for the effects of potential dilution of equity shares by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion

1.24 Recent pronouncements:

On March 24, 2021, the Ministry of Corporate Affairs ("MCA") through a notification, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 01, 2021.

The applicable Division to the Group is Division II. The amendments are extensive and the Group will evaluate the same to give effect to them as required by law.

C Critical accounting judgements, estimates and assumptions:

The preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying

Notes forming part of consolidated financial statements

the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability or
• In the absence of a principal market, in the most advantageous market for the asset or liability
• ii. The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
• iii. A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
• iv. All assets and liabilities for which fair value is measured or disclosed in the consolidated financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
• Level 1 This hierarchy uses quoted (unadjusted) market prices in active markets for identical assets or liabilities.
• Level 2 The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates.
• Level 3 If the lowest level input that is significant to the fair value measurement is not based on observable market data.
• v. This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

1.20 Cash and Cash Equivalents:

Cash and cash equivalents in the Consolidated Balance Sheet comprise cash at banks and in hand and short-term deposits with banks with an original maturity of 3 months or less, which are subject to an insignifcant risk of changes in value.

1.21 Business Combination:

Business combinations (other than common control business combinations) are accounted for using the acquisition method. The consideration transferred by the Group to obtain control of a business is measured at fair value at acquisition date and includes the fair value of any contingent consideration.

Acquisition related costs are recognised in the Consolidated Statement of Profit and Loss as incurred, except to the extent related to the issue of debt or equity securities.

Identifiable assets acquired and liabilities assumed in a business combination are measured initially at their fair values on the acquisition date. However, deferred tax asset or liability and any asset or liability relating to employee benefit arrangements arising from a business combination are measured and recognised in accordance with the requirements of Ind AS 12, Income Taxes and Ind AS 19, Employee Benefits, respectively.

The carrying amounts of provisions and liabilities are reviewed regularly and revised to take into account of changing facts and circumstances.

vi. Share-based payments:

The Company measures the cost of equity-settled transactions with employees using Black-Scholes model to determine the fair value of the liability incurred on the grant date. Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant.

This estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them.

The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 40.

Notes forming part of consolidated financial statements

amount of assets or liabilities affected in future periods. Difference between actual results and estimates are recognised in the periods in which the results are known / materialised.

Estimates and Assumptions:

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group has based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

i. Useful Lives of Property, Plant and Equipment:

The Group uses its technical expertise along with historical and industry trends for determining the economic life of an asset/component of an asset. The useful lives are reviewed by management periodically and revised, if appropriate. In case of a revision, the unamortised depreciable amount is charged over the remaining useful life of the assets.

ii. Fair value measurement of financial instruments:

When the fair values of financial assets and financial liabilities recorded in the Consolidated Balance Sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility.

iii. Recoverability of trade receivable:

Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

iv. Defined benefit plans:

The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

v. Provisions:

Provisions and liabilities are recognized in the period when it becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability requires the application of judgement to existing facts and circumstances, which can be subject to change.

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 CONSOLIDATED FINANCIAL STATEMENTS

	Additions / Adjustments	Deductions/ Adjustments Gross Block	As at March 31,	As at April 01,	For the Year	Depreciation, Amortisation and Impairment Deductions/ Adjustments	As at March 31,	As at March 31,	Net Block March 31, As at
11,236.77 2020 Property, Plant and Equipment Freehold land	-	-	11,236.77 2021	- 2020	-	-	- 2021	2021 11,236.77	11,236.77 2020
0.09 Leasehold land [Refer Note (i)]	-	-	0.09	-	-	-	-	0.09	0.09
8,035.74 Buildings and Jetty [Refer Note (ii)]	1.10	-	8,036.84	3,841.71	151.82	-	3,993.53	4,043.31	4,194.03
46,424.79 2,046.75 Furniture and Fixtures Plant and equipments	887.41 151.60	52.81 17.93	47,259.39 2,180.42	29,550.13 1,081.02	1,245.68 116.74	43.93 15.92	30,751.88 1,181.84	16,507.51 998.58	16,874.66 965.73
2,277.03 [Refer Note (iii)] Vehicles	328.37	351.35	2,254.05	1,245.52	196.22	245.99	1,195.75	1,058.30	1,031.51
1,144.42 weighbridge, rolling Office equipments Railway siding,	181.57	13.02	1,312.97	769.24	141.91	11.73	899.42	413.55	375.18
256.80 71,422.39 stock and locomotives Total	- 1,550.05	- 435.11	256.80 72,537.33	143.22 36,630.84	8.60 1,860.97	- 317.57	151.82 38,174.24	104.98 34,363.09	113.58 34,791.55
8,391.56 Work-in-Progress [Refer Note (iv)] Capital	2,383.21	197.87	10,576.90	4,597.78	-	-	4,597.78	5,979.12	3,793.78
397.47 Right of Use Assets [Refer Note 35]	4.09	6.93	394.63	111.77	136.16	6.54	241.39	153.24	285.70
Intangible Assets
95.27 Other than internally generated Goodwill	-	-	95.27	95.27	-	-	95.27	-
250.81 346.08 Computer softwares Total	0.43 0.43	1.82 1.82	249.42 344.69	237.03 332.30	6.51 6.51	1.73 1.73	241.81 337.08	7.61 7.61	13.78 13.78
80,557.50 - Intangible Assets under Development Grand Total	4,014.53 76.75	641.73 -	83,930.30 76.75	41,672.69 -	2,003.64 -	325.84 -	43,350.49 -	40,579.81 76.75	38,884.81
	As at Apr 01, 2019	Gross Block Additions / Adjustments	Deductions/ Adjustments	As at March 31, 2020	As at Apr 01, 2019	For the Year	Depreciation, Amortisation and Impairment Deductions/ Adjustments	March 31, As at 2020	As at March 31, Net Block
Property, Plant and Equipment Freehold land	11,236.77	-	-	11,236.77	-	-	-	-	11,236.77
Leasehold land [Refer Note (i)]	0.09	-	-	0.09	-	-	-	-	0.09
Buildings and Jetty [Refer Note (ii)]	8,096.16	113.10	173.52	8,035.74	3,852.96	150.58	161.83	3,841.71	4,194.03
Plant and equipments	45,822.24	1,153.82	551.27	46,424.79	28,846.98	1,174.21	471.06	29,550.13	16,874.66
Furniture and Fixtures Vehicles	1,856.90 2,064.91	196.19 305.98	6.34 93.86	2,046.75 2,277.03	961.78 1,120.69	123.89 180.61	4.65 55.78	1,081.02 1,245.52	965.73 1,031.51
Railway siding, weighbridge, rolling stock and Office equipments locomotives	1,053.69 256.80	97.39 -	6.66 -	1,144.42 256.80	622.73 134.47	151.99 8.75	5.48 -	769.24 143.22	375.18 113.58
Total	70,387.56	1,866.48	831.65	71,422.39	35,539.61	1,790.03	698.80	36,630.84	34,791.55
Work-in-Progress [Refer Note (iv)] Capital	8,243.13	817.55	669.12	8,391.56	4,541.14	56.64	-	4,597.78	3,793.78
Right of Use Assets [Refer Note 35]	50.05	352.05	4.63	397.47	-	112.48	0.71	111.77	285.70
Other than internally generated Intangible Assets
Computer softwares Goodwill	95.27 240.78	- 10.03	- -	95.27 250.81	95.27 227.95	- 9.08	- -	95.27 237.03	13.78
Grand Total Total	336.05 79,016.79	10.03 3,046.11	- 1,505.40	346.08 80,557.50	323.22 40,403.97	9.08 1,968.23	- 699.51	332.30 41,672.69	13.78 38,884.81

Refer Note 35]	50.05	352.05	4.63	397.47		112.48	0.71	111.77	285.70
Atangible Assets
Other than internally generated
Goodwill	95.27			95.27	95.27			95.27
Computer softwares	240.78	10.03		250.81	227.95	9.08		237.03	13.78
Total	336.05	10.03		346.08	323.22	9.08		332.30	13.78
Grand Total	79,016.79	3,046.11			1,505.40 80,557.50 40,403.97 1,968.23			699.51 41,672.69 38,884.81

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 CONSOLIDATED FINANCIAL STATEMENTS

As at	As at
March 31, 2021	March 31, 2020
in lakhs | in lakhs

3 Non-current Investments Investments measured at Fair Value through Other Comprehensive Income: In Equity Instruments of Others i) Quoted (Fully paid equity shares) Face Value **per share Investee company No. of Shares Current Year Previous Year 10** MTZ (India) Limited **870,500** 870,500 **0.02** 0.02 **10** MTZ Polyfilms Limited **3,000,000** 3,000,000 **0.10** 0.10 **2** Bank of Baroda **22** 22 **0.02** 0.01 **10** Gujarat Sidhee Cement Limited **2,285,912** 2,285,912 **758.92** 352.03 **10** ACC Limited **1** 1 **0.02** 0.01 **2** Ambuja Cements Limited \* **1** 1 **-** - **10** India Cement Limited \* **1** 1 **-** - **5** JK Lakshmi Cements Limited \* **1** 1 **-** - **10** Mangalam Cement Limited \* **1** 1 **-** - **10** Prism Johnson Limited \* **1** 1 **-** - **10** Shree Digvijay Cement Co. Limited \* **1** 1 **-** - **10** Ultratech Cement Limited **1** 1 **0.07** 0.03 **10** Zuari Agro Chemicals Limited \* **1** 1 **-** - **10** Zuari Global Limited \* **1** 1 **-** ii) Unquoted (Fully paid equity shares) **0.1** Chennai Super Kings Cricket Limited \* **1** 1 **-** - **50** Rajkot Nagrik Sahakari Bank Limited **2,001** 2,001 **1.00** 1.00 **10** Saraswat Co-op Bank Limited **5,000** 5,000 **0.50** 0.50 \* Each investment is less than 0.01 lakhs 760.65 353.70 Aggregate Carrying Value of: Quoted investments 759.15 352.20

	Face Value ` per share	Investee company		No. of Shares
				Current Year Previous Year
		10 MTZ (India) Limited	870,500	870,500	0.02	0.02
		10 MTZ Polyfilms Limited	3,000,000	3,000,000	0.10	0.10
		2 Bank of Baroda	22	22	0.02	0.01
		10 Gujarat Sidhee Cement Limited	2,285,912	2,285,912	758.92	352.03
		10 ACC Limited	1	1	0.02	0.01
		2 Ambuja Cements Limited *	1	1	-	-
		10 India Cement Limited *	1	1	-	-
		5 JK Lakshmi Cements Limited *	1	1	-	-
		10 Mangalam Cement Limited *	1	1	-	-
		10 Prism Johnson Limited *	1	1	-	-
		10 Shree Digvijay Cement Co. Limited *	1	1	-	-
		10 Ultratech Cement Limited	1	1	0.07	0.03
		10 Zuari Agro Chemicals Limited *	1	1	-	-
		10 Zuari Global Limited *	1	1	-	-
					759.15	352.20
ii)		Unquoted (Fully paid equity shares)
		0.1 Chennai Super Kings Cricket Limited *	1	1	-	-
		50 Rajkot Nagrik Sahakari Bank Limited	2,001	2,001	1.00	1.00
		10 Saraswat Co-op Bank Limited	5,000	5,000	0.50	0.50
					1.50	1.50
		* Each investment is less than ` 0.01 lakhs			760.65	353.70
	Aggregate Carrying Value of:
	Quoted investments				759.15	352.20
	Unquoted investments				1.50	1.50
					760.65	353.70
		Aggregate Market Value of quoted investments			759.15	352.20

Notes forming part of consolidated financial statements

• i. Besides the land specified above, the Company holds other leasehold land for which only ground rent is payable.
• ii. Buildings and Jetty include a Private Jetty having a gross block of 2,411.45 lakhs (net block 120.57 lakhs), constructed by the Company under the license to use agreement with Gujarat Maritime Board (GMB) on the land provided by them. The present agreement is for 10 years effective from November 01, 2015 and valid upto October 31, 2025.
• iii. The deductions under the gross block of Vehicles, for the year ended March 31, 2021, includes an amount of 89.19 lakhs, which is in respect of certain vehicles held for disposal. The same is classified under other current assets in Note 13 at lower of its carrying amount and fair value less estimated costs to sell. In this respect, loss of 8.01 lakhs has been recognised in the Consolidated Statement of Profit and Loss under Other Expenses - Miscellaneous Expenses.
• iv. Impairment of Assets:
• a The Company had incurred an aggregate sum of 8,107.17 lakhs (Previous Year: 8,107.17 lakhs) towards Expansion Project Assets and shown the same under Capital Work-in-progress (CWIP). The expenditure includes cost of imported plant purchased (including related stores and spares), civil work carried out and pre-operative expenses (including interest capitalised). During earlier years, spares of the value of 215.07 lakhs were consumed resulting to closing balance of CWIP at 7,892.10 lakhs.
• b In the year 2005, due to several adversities, the project was suspended. However, the Company intends to install the assets at a later date, depending on market conditions. The Company has appointed a Project Consultant to prepare Techno Economic Feasibility Report (TEFR). Considering the utilisation of assets in future, the total value of assets is estimated at 4,584.00 lakhs based on valuation report. This value is higher than the carrying value of the assets after considering impairment loss of 4,597.78 lakhs as at March 31, 2020. In view of the same, no further provision for impairment has been made during the current financial year.
• v. Refer Note 16.1 and 19.1 for information on Property, Plant and Equipment hypothecated as security.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
7	Inventories
	Raw Materials	632.59	584.60
	Packing Materials	226.99	149.54
	Work-in-progress	457.34	1,789.27
	Finished Goods	615.94	853.85
	Fuels (includes in transit of 1,231.03 lakhs, Previous Year: 3,426.86 lakhs)	2,704.56	4,639.30
	Stores and Spare Parts (includes in transit of Nil, Previous Year: 2.11 lakhs)	959.93	1,949.17
		5,597.35	9,965.73
	The cost of inventories recognised as an expense during the year is disclosed in Notes 27, 28 and 31. There has been no write down of inventory or reversal of such write down in current and previous year For mode of valuation of inventories : Refer Note 1.9
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
8	Trade Receivables Considered Good - Unsecured
	Amounts Receivable from a related party [Refer Note 38.2(B)(iii)]	28.98	133.24
	Others	2,872.86	3,301.93
	Trade Receivables - credit impaired	13.74	13.74
		2,915.58	3,448.91
	Less : Provision for impairment	13.74	13.74
		2,901.84	3,435.17
		As at March 31, 2021 in lakhs | As at<br>March 31, 2020<br> in lakhs
9	Cash and Cash Equivalents
	Balances with Banks
	In Current Accounts	412.78	33.78
	In Fixed Deposits (Original maturity of 3 months or less)	-	804.30
		412.78	838.08

Notes forming part of consolidated financial statements

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
4	Loans
	Considered Good - Unsecured
	Security Deposits	103.84	127.96
	Staff Loans	4.94	8.37
		108.78	136.33
	Loan Receivables - credit impaired
	Security Deposit for supply of Power	224.27	224.27
		333.05	360.60
	Less : Provision for impairment	224.27	224.27
		108.78	136.33
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
5	Other Financial Assets
	Fixed Deposits with Bank with maturity greater than 12 months	50.00	51.66
	(Kept as Margin Money against Guarantees)
		50.00	51.66
			As at
		As at March 31, 2021	March 31, 2020
		in lakhs | in lakhs
6	Other Non-current Assets
	Capital Advances	1,567.17	1,435.28
	Advances other than Capital Advances
	Taxes Paid (Net of Provision of Nil, Previous Year: 1,357.81	674.25	838.20
	lakhs)
	Pre-deposit Balances with Statutory / Government Authorities	137.68	140.02
	against Appeals
	Prepaid Expenses	21.04	20.88
		2,400.14	2,434.38

				As at	As at
				March 31, 2021	March 31, 2020
				in lakhs | in lakhs
13	Other Current Assets
	Considered Good - Unsecured
	Advances
	Balances with Statutory / Government Authorities			213.57	231.88
	Advances Against Purchase of Raw Materials, Stores and Spares			499.35	120.08
	Prepaid Expenses			171.95	40.11
	Travelling Advance to a Director [Refer Note 38.2(B)(ii)(c)]			2.67	-
	Others			122.69	234.95
	Non-current Assets held for Disposal [Refer Note 2(iii)]			66.77	34.59
				1,077.00	661.61
	Considered Doubtful Advances Against Purchase of Stores and Spares			24.46	24.46
				1,101.46	686.07
	Less : Provision for Doubtful advances			24.46	24.46
				1,077.00	661.61
		As at March 31, 2021			As at March 31, 2020
		Numbers	in lakhs | Numbers | in lakhs
14	Equity Share Capital
	Authorised
	Equity Shares of ` 10 par value	229,600,000	22,960.00	229,000,000	22,900.00
			22,960.00		22,900.00
	Issued Equity Shares of ` 10 par value	69,833,644	6,983.36	69,533,718	6,953.37
			6,983.36		6,953.37
	Subscribed
	Equity Shares of ` 10 par value
	Subscribed and Fully Paid Up (Refer	69,818,375	6,981.84	69,518,449	6,951.84
	Note 44)
	Equity Shares - forfeited	15,269	0.31	15,269	0.31
	(` 2 per share paid up)		6,982.15		6,952.15

14.1 Reconciliation of the number of shares outstanding and amount of share capital

	As at March 31, 2021		As at March 31, 2020
Equity Shares of 10 par value | Numbers | in lakhs	Numbers	` in lakhs
At the beginning of the year	69,518,449	6,951.84	69,337,314	6,933.73
Shares issued during the year on exercise of employee stock options	299,926	30.00	181,135	18.11
At the end of the year	69,818,375	6,981.84	69,518,449	6,951.84

Notes forming part of consolidated financial statements

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
10	Bank Balances other than Cash and Cash Equivalents
	Deposits with Banks (Maturity below 12 months from the date of
	Consolidated Balance Sheet)
	Kept as Margin Money against Guarantees and Letter of Credit	4,425.08	781.31
	Kept as Security against Overdraft facilities (Refer Note 19.1)	3,733.74	3,839.60
	Others	10,212.00	4,770.73
		18,370.82	9,391.64
	Earmarked Balances
	For Unpaid Dividend and Redemption of Preference Shares	22.38	17.18
		22.38	17.18
		18,393.20	9,408.82
		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
11	Loans
	Considered Good - Unsecured
	Staff Loans	4.65	7.75
		4.65	7.75
		As at	As at
		March 31, 2021 in lakhs | March 31, 2020<br> in lakhs
12	Other Financial Assets
	Interest accrued on Fixed Deposits	261.93	183.15
	Others	2.27	10.74
		264.20	193.89

• 15 Other Equity
• i. Share Application Money pending allotment 1.20 4.95

• ii. Reserves and Surplus

• c. Securities Premium Account

d. Share Options Outstanding

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
i.	Share Application Money pending allotment	1.20	4.95
ii.	Reserves and Surplus
a.	Capital Reserve	2,712.70	2,712.70
b.	Capital Redemption Reserve	737.60	737.60
c.	Securities Premium Account
	Balance as at the beginning of the year	10,814.05	10,677.20
	Add: Exercise of Employee Stock Options	225.94	136.85
		11,039.99	10,814.05
d.	Share Options Outstanding
	Balance as at the beginning of the year	844.44	692.50
	Add: Share based payments to employees	109.76	297.30
	Less: Employee Stock Options Exercised	(225.94)	(136.85)
	Less: Unvested Employee Stock Options Lapsed	-	(8.51)
	Less: Vested Employee Stock Options Lapsed	(7.96)	-
		720.30	844.44
e.	General Reserve	5,786.29	5,786.29
f.	Retained Earnings
	Balance as at the beginning of the year	20,587.75	16,456.28
	Add: Profit for the year	7,229.18	5,650.58
	Add/(Less): Remeasurement gain / (loss) on defined benefit plan (net of	(19.57)	(52.81)
	tax)
	Add: Vested Employee Stock Options Lapsed	7.96	-
	Less: Appropriations
	Dividend on Equity Shares [Refer Note 14.5(i) and 43(E)]	562.80	1,216.29
	Dividend Distribution Tax	-	250.01
		27,242.52	20,587.75
	iii. Equity Instruments through Other Comprehensive Income
	Balance as at the beginning of the year	(3,349.45)	(3,171.12)
	Add/(Less): Effect of measuring Equity Instruments on Fair Value	406.95	(178.33)
		(2,942.50)	(3,349.45)
		45,298.10	38,138.33

f. Retained Earnings

The description of the nature and purpose of each reserve within equity is as follows :

a. Share application money pending allotment

It represents share application money received from employees on exercise of stock options for which allotment of 12,000 equity shares (Previous Year: 49,535 equity shares) is pending as at the year end.

b. Capital Reserve

It represents reserve created on capital receipt.

c. Capital Redemption Reserve

This reserve was created on redemption of Preference Shares by transfer from General Reserve.

Notes forming part of consolidated financial statements

14.2 Rights, Preferences and Restrictions

Equity Shares

• i. The Company has only one class of equity shares referred to as equity shares having a par value of ` 10. Each holder of equity shares is entitled to one vote per share.
• ii. The Company declares and pays dividend in Indian rupees. The final dividend, if any, proposed by the Board of Directors is recorded as a liability on the date of the approval of the shareholders in the coming Annual General Meeting; in case of interim dividend, it is recorded as a liability on the date of declaration by the Board of Directors of the Company.
• iii. In the event of liquidation, the equity shareholders are eligible to receive the residual assets of the Company after distribution of all preferential amounts, in proportion to their shareholding. At present, there is no outstanding Preference Shares.
• iv. In respect of share based payments granted to employees (Employee Stock Options), refer Note 41.

14.3 Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

	As at March 31, 2021		As at March 31, 2020
	Numbers	%	Numbers	%
Equity Shares
Villa Trading Company Private Limited	13,658,167	19.56%	13,658,167	19.65%
Parsec Enterprises Private Limited *	13,538,370	19.39%	13,538,370	19.47%
Mehta Investments Mauritius Limited	17,175,000	24.60%	17,175,000	24.71%

* Refer Note 44(D)

14.4 Details of Equity Shares reserved for issue under Share Options Outstanding at the end of the year

Particulars	As at March 31, 2021		As at March 31, 2020
	Numbers	in lakhs | Numbers | in lakhs
Equity Shares reserved for issue under Employee	945,463	94.55	1,207,854	120.79
Stock Options

14.5 i. The Board of Directors at its meeting held on February 02, 2021 declared an interim dividend of 1 per equity share of the face value of 10 each for the year ended March 31, 2021.

ii. Further, the Board of Directors at its meeting held on May 29, 2021 has recommended a final dividend of 0.75 per equity share of the face value of 10 each for the year ended March 31, 2021.

18 Deferred Tax Liabilities (net)

Tax effect of items constituting Deferred Tax Assets (Refer Note 40) 4,652.16 5,794.15 Tax effect of items constituting Deferred Tax Liabilities (Refer Note 40) 6,357.88 6,297.96

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Tax effect of items constituting Deferred Tax Assets (Refer Note 40)	4,652.16	5,794.15
Tax effect of items constituting Deferred Tax Liabilities (Refer Note 40)	6,357.88	6,297.96
	1,705.72	503.81
	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Loans Repayable on Demand from Banks
Cash Credit	999.98	-
Overdraft facilities	277.77	1,833.47
	1,277.75	1,833.47

19 Short-term Borrowings

Secured

Loans Repayable on Demand from Banks

19.1 Security:

Cash Credit

The Working Capital facilities are secured by first charge by way of hypothecation of current assets, namely stocks of raw materials, semi finished and finished goods, consumable stores and spares, bills receivables, book debts, both, present and future and carries interest rate @ 8.30% p.a. It is also secured by Equitable Mortgage of Factory Land & Building and personal guarantee of one Director of the Company. For Previous Year

The Working Capital facilities are secured by first charge by way of hypothecation of current assets, namely stocks of raw materials, semi finished and finished goods, consumable stores and spares, bills receivables, book debts and all other movable properties, both, present and future. They are also secured by second mortgage and charge on the Company's immovable and movable properties, both, present and future, hypothecation of "Hathi" Brand, pledge of promoter shares and personal guarantee of two Directors of the Company.

Overdraft facilities

Overdraft facilities from bank is secured against lien of FDRs of 3,733.74 lakhs (Previous Year: 3,839.60 lakhs) - Refer Note 10.

20 Trade Payables

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Due to Micro and Small enterprises	85.41	59.46
Due to Others	3,611.16	5,401.32
	3,696.57	5,460.78

Notes forming part of consolidated financial statements

d. Securities Premium

It represents the amount of premium over face value on shares issued.

e. Share Options Outstanding

The Company has Saurashtra Employee Stock Option Scheme 2017 (ESOS 2017) under which options to subscribe for the Company's shares have been granted to the senior management and executives from middle management. This reserve is used to recognise the value of equity settled share-based payments provided to option grantees. Refer Note 41 for further details of the plan.

f. General Reserve

The Company created a General reserve in earlier years pursuant to the provisions of the Companies Act, 1956 wherein certain percentage of profits were required to be transferred to General Reserve before declaring dividends. General reserve is a free reserve available to the Company.

g. Retained Earnings

Retained Earnings are the profits that the Group has earned, net of amount distributed as dividends and including adjustments on account of transition to Ind AS.

h. Equity Instruments through Other Comprehensive Income

This represents cumulative gains / (losses) arising on the measurement of equity shares (other than subsidiaries and associate) at fair value through other comprehensive income.

		Non-Current		Current maturities of Long-term borrowings *
	As at	As at		As at
	March 31, 2021	March 31, 2020	As at March 31, 2021	March 31, 2020
	in lakhs | in lakhs	in lakhs | in lakhs
16 Non-Current Borrowings
Secured
Term Loans
From Banks	426.92	570.30	284.29	253.77
From Others	35.23	49.99	14.76	61.93
	462.15	620.29	299.05	315.70

* Amount disclosed under the head 'Other Financial Liabilities' (Note 21).

16.1 Security and Repayment Terms:

Term Loans are repayable in 36 to 60 equated monthly instalments carrying varied interest from 8% to 10% p.a. These loans are secured by hypothecation of vehicles and equipment financed there under.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
17	Provisions
	For Employee Benefits (Refer Note 36)
	Gratuity	967.14	994.28
	Compensated absences	315.53	292.34
		1,282.67	1,286.62

24 Current Tax Liabilities (net)

25 Revenue from Operations

			As at	As at
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
		For Employee Benefits (Refer Note 36)
		Gratuity	128.84	127.10
		Compensated absences	209.62	181.46
			338.46	308.56
				As at
			As at	March 31, 2020
			March 31, 2021 in lakhs | in lakhs
		Current Tax Liabilities (net)
		Provision for Taxation (Net of Taxes Paid of ` 1,690.65 lakhs, Previous Year:	112.60	-
	` Nil)
			112.60	-
			For the	For the
			Year ended	Year ended
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
		Revenue from Operations
		Sale of Products	66,890.96	60,224.00
		Other Operating Revenue	480.26	594.36
			67,371.22	60,818.36
			For the	For the
			Year ended	Year ended
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
		Revenue from Contracts with Customers
A		Revenue from contracts with customers disaggregated based on nature
		of products or services
	i	Revenue from Sale of Products
		Cement	65,218.01	59,596.80
		Clinker	1,672.95	627.20
			66,890.96	60,224.00
	ii.	Other Operating Revenue
		AFR Processing Income	222.95	374.96
		Sale of Power	107.53	27.58
		Sale of Scrap	144.34	173.10
		Export Entitlements	5.44	18.72
			480.26	594.36
			67,371.22	60,818.36

	59,596.80
1,672.95	627.20
66,890.96	60,224.00
222.95	374.96
107.53	27.58
144.34	173.10
5.44	18.72
480.26	594.36
	65,218.01

Notes forming part of consolidated financial	statements
-------------------------------------------------------------	------------

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
	20.1 Additional disclosure in respect of dues to Micro, Small and Medium
	enterprises pursuant to Micro, Small and Medium Enterprises Development
	Act, 2006 :
i.	Principal amount remaining unpaid	85.41	59.46
ii.	Interest accrued on the above amount and remaining unpaid	-	-
iii.	Payment made to suppliers (other than interest) beyond the appointed	-	-
	day during the year
iv.	Interest paid in terms of Section 16	-	-
v.	Interest due and payable for payments already made	-	-
vi.	Interest accrued and remaining unpaid	-	-
	vii. Amount of further interest remaining due and payable even in succeeding	-	-
	years

The above information has been determined to the extent such parties could be identified on the basis of information available with the Group regarding the status of suppliers under the MSME.

		As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
21	Other Financial Liabilities
	Current Maturities of Long-term borrowings
	Term Loans
	From Banks	284.29	253.77
	From Others	14.76	61.93
		299.05	315.70
	Unpaid Dividends	22.54	16.20
	Amounts Payable on Redemption of Preference Shares	0.30	0.35
	Security Deposits from Customers / Transporters	1,044.14	1,008.45
	Remuneration Payable to Key Managerial Personnel [Refer Note 38.2(B)(ii) (a&b)]	371.98	210.26
	Liabilities for Expenses at the year-end	639.87	2,426.33
	Others	38.35	42.16
		2,416.23	4,019.45
		As at	As at
		March 31, 2021	March 31, 2020
		` in lakhs
			` in lakhs
22	Other Current Liabilities
	Statutory Dues	4,447.93	3,557.72
	Advances from Customers	3,055.70	2,499.60
	Advance against sale of Non-current Assets held for Disposal [Refer Note 2(iii)]	127.34	25.00
	Unearned Revenue Others	1,085.25 95.56	782.92 89.73

Notes forming part of consolidated financial statements

	For the	For the			For the	For the
	Year ended	Year ended			Year ended	Year ended
	March 31, 2021	March 31, 2020			March 31, 2021	March 31, 2020
	in lakhs | in lakhs			in lakhs | in lakhs
B Revenue from contracts with customers disaggregated based on			27	Cost of Materials Consumed
geography				Raw Materials
i. Domestic	66,829.41	58,935.12		Opening Stock	584.60	728.85
ii. Export	541.81	1,883.24		Add: Purchases	2,600.74	1,269.16
	67,371.22	60,818.36			3,185.34	1,998.01
				Less: Closing Stock	632.59	584.60
					2,552.75	1,413.41
	For the	For the		Royalty, Cess and Raw Material Handling Charges
	Year ended March 31, 2021	Year ended March 31, 2020		Limestone and Other Materials Handling Charges	806.91	681.43
	in lakhs | in lakhs		Limestone / Marl Raising Charges	678.10	728.52
25.2 Reconciliation of contract price with Revenue from Operations				Royalty and Cess	1,845.48	1,808.88
Contract price	69,026.96	61,547.19			3,330.49	3,218.83
Add: Reversal of Unearned Revenue of earlier years	263.42	324.01		Packing Materials
	69,290.38	61,871.20		Opening Stock	149.54	104.54
Less:				Add: Purchases	1,930.50	1,520.04
Discounts and Rate differences	1,833.68	1,342.24			2,080.04	1,624.58
Customer loyalty programme	66.95	19.05		Less: Closing Stock	226.99	149.54
Incentives and Schemes	498.79	285.91			1,853.05	1,475.04
Revenue from sale of products	66,890.96	60,224.00			7,736.29	6,107.28
Add: Other Operating Revenue	480.26	594.36
Revenue from Operations	67,371.22	60,818.36
					For the	For the
					Year ended	Year ended
	For the	For the			March 31, 2021 in lakhs | March 31, 2020<br> in lakhs
	Year ended	Year ended
	March 31, 2021	March 31, 2020	28	Changes in Inventories of Finished Goods and Work-in-progress
	in lakhs | in lakhs		Stocks at the end
26 Other Income				Finished Goods - Cement	615.94	853.85
Interest Income on				Work-in-progress - Raw Flour and Clinker	457.34	1,789.27
Fixed Deposits with Banks	714.81	508.20			1,073.28	2,643.12
Financial Assets measured at amortised cost	2.85	3.16		Less: Stocks at the Beginning
Others	9.59	4.38		Finished Goods - Cement	853.85	1,019.76
	727.25	515.74		Work-in-progress - Raw Flour and Clinker	1,789.27	484.53
Dividend Income from Non-current Investments	-	22.33			2,643.12	1,504.29
Miscellaneous Income	174.99	222.12			1,569.84	(1,138.83)
Net Gain on Foreign Currency Transactions and Translation	126.44	-
Insurance Claims	15.09	3.34
Bad Debts Recovered	-	0.50
Excess Provisions Written Back	119.97	1.62
Trade / Other Payables Written Back	66.62	74.97
	1,230.36	840.62

31	Other Expenses
	Stores and Spare Parts Consumed	2,296.78	2,675.58
	Power and Fuel	16,596.24	16,559.41
	Rent (Refer Note 35)	131.99	141.63
	Repairs and Maintenance:
	Buildings	236.29	209.54
	Machinery	1,570.72	1,553.23
	Others	595.43	690.20
		2,402.44	2,452.97
	Insurance	184.31	132.55
	Rates and Taxes	63.15	68.73
	Advertisement and Business Promotion Expenses	1,365.97	1,522.37
	Freight and Handling Expenses	15,079.07	12,720.14
	Cement Packing Expenses	743.45	644.02
	Commission	1,088.13	936.39
	Directors' Fees	68.40	54.95
	Charity and Donation [Refer Note 31.1(b)]	128.60	217.12
	Traveling and Conveyance	201.39	520.52
	Legal and Professional Charges	676.35	447.64
	Auditor's Remuneration
	Audit Fees	11.10	11.10
	Tax Audit Fees	3.60	3.30
	For Other Services - Certification Work	5.60	5.70

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Stores and Spare Parts Consumed	2,296.78	2,675.58
Power and Fuel	16,596.24	16,559.41
Rent (Refer Note 35)	131.99	141.63
Repairs and Maintenance:
Buildings	236.29	209.54
Machinery	1,570.72	1,553.23
Others	595.43	690.20
	2,402.44	2,452.97
Insurance	184.31	132.55
Rates and Taxes	63.15	68.73
Advertisement and Business Promotion Expenses	1,365.97	1,522.37
Freight and Handling Expenses	15,079.07	12,720.14
Cement Packing Expenses	743.45	644.02
Commission	1,088.13	936.39
Directors' Fees	68.40	54.95
Charity and Donation [Refer Note 31.1(b)]	128.60	217.12
Traveling and Conveyance	201.39	520.52
Legal and Professional Charges	676.35	447.64
Auditor's Remuneration
Audit Fees	11.10	11.10
Tax Audit Fees	3.60	3.30
For Other Services - Certification Work	5.60	5.70
	20.30	20.10
Bad Debts written off	-	0.39
Less: Provision for Doubtful Debts Written Back	-	(0.39)
	-	-
Net Loss on Foreign Currency Transactions and Translation	-	74.52
Loss on Sale / Discard of Property, Plant and Equipment (Net)	13.53	48.07
Corporate Social Responsibility (CSR) Expenditure (Refer Note 34) Miscellaneous Expenses	77.32	40.67 1,137.80
Cost of Cement Self Consumed	955.19 (14.06)	(11.29)
	42,078.55	40,403.89

Notes forming part of consolidated financial statements

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
29	Employee Benefits Expense
	[Refer Note 31.1(a)]
	Salaries, Wages and Bonus	3,920.61	3,723.08
	Share based payments to employees (Refer Note 41)	109.76	288.79
	Contribution to Provident and Other Funds	232.41	239.24
	Gratuity Expense (Refer Note 36)	108.31	122.00
	Staff Welfare Expenses	157.91	143.77
		4,529.00	4,516.88
		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
30	Finance Costs
	Interest expense
	On Borrowings	118.23	190.33
	On Duties and Taxes	135.04	127.25
	On Others	139.67	128.64
		392.94	446.22
	Other Borrowing Costs	44.48	21.40
		437.42	467.62

63rd Annual Report 2020-2021 63rd Annual Report 2020-2021 CONSOLIDATED FINANCIAL STATEMENTS

• viii.In the earlier years, the company had sold residential flats through a bidding process in which the bidder failed to make the payments as per the agreed schedule due to which the Earnest Money Deposit and part payments received against the failed bid were forfeited as per the agreed tender terms and the flats were sold to another person. The matter is under dispute as the original unsuccessful bidder has disputed the subsequent sale and the outcome / impact of the same is presently unascertainable.

Notes:

• i.The Company does not expect any reimbursement in respect of the above contingent liabilities.
• ii.It is not practicable to estimate the timing of cash outflows, if any, in respect of above matters pending resolution of the appellate proceedings.
• iii.The amounts stated are including interest and penalty, to the extent demanded.
• ii. Commitments:

| | | As at
March 31, 2021
in lakhs | As at<br>March 31, 2020<br> in lakhs |
|-----|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------|-------------------------------------------------------|
| | viii. In the earlier years, the company had sold residential flats through
a bidding process in which the bidder failed to make the payments
as per the agreed schedule due to which the Earnest Money Deposit
and part payments received against the failed bid were forfeited
as per the agreed tender terms and the flats were sold to another
person. The matter is under dispute as the original unsuccessful
bidder has disputed the subsequent sale and the outcome / impact
of the same is presently unascertainable. | | |
| ix. | Other demands and claims | 28.02 | 42.27 |
| | i.
The Company does not expect any reimbursement in respect
of the above contingent liabilities.
ii.
It is not practicable to estimate the timing of cash outflows,
if any, in respect of above matters pending resolution of the
appellate proceedings.
iii. The amounts stated are including interest and penalty, to the | | |
| | extent demanded. | | |
| | Estimated amount of contracts remaining to be executed on capital
account (net of advances of 1,567.17 lakhs, Previous Year: 1,435.28
lakhs) and not provided for. | 1,622.55 | 1,920.33 |
| | | | |
| | | For the
Year ended
March 31, 2021
in lakhs | For the<br>Year ended<br>March 31, 2020<br> in lakhs |
| | Particulars of Corporate Social Responsibility (CSR) Expenditure
Gross amount required to be spent by the Company during the year
Amount spent and paid on CSR activities included in the Statement of Profit | 77.13 | 36.50 |
| | Nature of Expenses specified in Schedule VII to the Companies Act, 2013 | | |
| | Rural Development | 5.29 | 2.00 |
| | Promoting Preventive Health Care, Environment and Sanitation | 50.00 | 4.45 |
| | Education Promotion | 22.03 | 34.22 |
| | | 77.32 | 40.67 |

34 Particulars of Corporate Social Responsibility (CSR) Expenditure Gross amount required to be spent by the Company during the year 77.13 36.50 Amount spent and paid on CSR activities included in the Statement of Profit and Loss for the year :

Nature of Expenses specified in Schedule VII to the Companies Act, 2013 Rural Development 5.29 2.00

Notes forming part of consolidated financial statements

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
31.1 a.	Employee Benefit Expense (Note 29) and Other Expenses (Note 31) as incurred on cost of raising and
	transporting limestone / marl are as under:
	Salaries, Wages and Bonus	138.51	131.90
	Stores and Spare Parts Consumed	409.88	364.34
	Repairs and Maintenance to Machinery	91.80	94.41
	Raw Material Handling Charges	439.99	417.97
	Limestone / Marl Raising Charges	678.10	728.52
	Royalty and Cess	1,845.48	1,808.88
		3,603.76	3,546.02

b. Charity and Donation include donation of Nil (Previous Year: 200 lakhs) given to political parties.

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
32	Exceptional Items
	Provision for Right of Recompense (Refer Note 32.1)	-	(1,600.00)
		-	(1,600.00)

32.1 The Company's debt was restructured under Corporate Debt Restructuring (CDR) and the entire dues were fully repaid in the earlier years. The CDR Lenders had a Right of Recompense (ROR) in respect of the interest concessions given by the Lenders at the time of restructuring. The Company has paid ` 16 crores as Recompense as agreed by the Lenders and the Lenders have released the securities. In this respect, the Company had made provision and disclosed as Exceptional Items in Consolidated Statement of Profit and Loss for the year ended March 31, 2020.

			As at	As at
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
33		Contingent Liabilities and Commitments
	i.	Contingent liabilities: (to the extent not provided for)
		Claims against the Company not acknowledged as debt - matters under
		disputes / appeals:
		i. Sales Tax / VAT	2.09	3.41
		ii. Excise Duty	1,360.41	1,360.41
		iii. Goods and Services Tax	1.42	0.74
		iv. Royalty	15.12	15.12
		v. Customs Duty	50.00	50.00
		vi. Claims filed by workmen or their union against the Company	2.15	2.07
		vii. On account of Power Supply	647.56	525.13

D The table below provides details regarding the contractual maturities of lease liabilities on an undiscounted basis:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Less than one year	129.62	148.96
One to five years	46.31	171.65
More than five years	-	-
	175.93	320.61
The Group does not face a liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
The following amounts are recognised in the Statement of Profit and Loss:
Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Depreciation charge on right of use assets	136.16	112.48
Interest expense on lease liabilities	17.92	21.47
Expense relating to short-term leases	63.72	73.22
Gain on termination of leases	0.02	0.07
Rent Concessions	0.14	-
Total cash outflow for leases from Financing Activites recognised in the Consolidated Statement of Cash Flows is `
148.72 lakhs (Previous Year: ` 120.97 lakhs). As a Lessor: The table below provides details regarding the contractual maturities of lease payments to be received, on assets given on an operating lease, on an undiscounted basis :
Particulars	As at
	March 31, 2021	As at March 31, 2020
	in lakhs | in lakhs
	3.00	12.00
Less than one year One to five years	-	3.00
More than five years	-	-

Notes forming part of consolidated financial statements

35 Disclosure pursuant to Ind AS 116 on "Leases"

As a Lessee:

A Following are the changes in the carrying value of right of use assets:

			` in lakhs
Category of Right of use Assets		Gross Block Accumulated	Carrying
		Depreciation	Amount
Buildings
Balance as at April 01, 2019	50.05	-	50.05
Additions	352.05	112.48	239.57
Deletions	4.63	0.71	3.92
Balance as at March 31, 2020	397.47	111.77	285.70
Additions	4.09	136.16	(132.07)
Deletions	6.93	6.54	0.39
Balance as at March 31, 2021	394.63	241.39	153.24

The aggregate depreciation expense amounting to 136.16 lakhs (Previous Year: 112.48 lakhs) on right of use assets is included under Depreciation and Amortization Expense in the Consolidated Statement of Profit and Loss.

B The following is the break-up of current and non-current lease liabilities:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Current lease liabilities	121.84	131.05
Non current lease liabilities	44.38	162.45
	166.22	293.50

C The following is the movement in lease liabilities:

Particulars	` in lakhs
Balance as at April 01, 2019	50.05
Additions	346.93
Finance cost accrued	21.47
Deletions	3.98
Payment of lease liabilities	120.97
Balance as at March 31, 2020	293.50
Additions	4.09
Finance cost accrued	17.92
Deletions	0.43
Rent Concessions	0.14
Payment of lease liabilities	148.72
Balance as at March 31, 2021	166.22

The aggregate interest expense amounting to 17.92 lakhs (Previous Year: 21.47 lakhs) on Lease Liabilities is included under Finance Costs (Interest expenses - Others) in the Consolidated Statement of Profit and Loss.

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Present Value of Obligation at the beginning of the year	1,132.56	1,105.57
Current Service Cost	40.58	40.23
Past Service Cost	-	-
Interest Cost	68.40	82.58
Actuarial (Gain) / Loss due to:
- Change in Financial Assumptions	(12.74)	60.66
- Change in Demographic Assumptions	-	(3.48)
- Experience Changes	42.84	23.51
Benefits paid	(164.42)	(176.51)
Present Value of Obligation as at the end of the year	1,107.22	1,132.56
Changes in Fair Value of Plan Assets:
Fair value of Plan Assets at the beginning of the year	11.18	10.86
Expected return on Plan Assets Contributions by the employer	0.67 163.79	0.81 176.51
Benefits paid	(164.42)	(176.51)
Return on plan assets excluding amounts included in interest income	0.02	(0.49)
Fair value of Plan Assets as at the end of the year	11.24	11.18
iii. The amount recognised in Consolidated Balance Sheet
Gross value of Present Obligation at the end of the year	1,107.22	1,132.56
Fair Value of Plan Assets at the end of the year	11.24	11.18
Net Liability / (Asset) recognised in Consolidated Balance Sheet	1,095.98	1,121.38
Amount recognised in the Consolidated Statement of Profit and Loss
Current Service Cost	40.58	40.23
Past Service Cost	-	-
Interest Cost	68.40	82.58
Expected return on Plan Assets	(0.67)	(0.81)
Expenses Recognised in the Consolidated Statement of Profit and Loss	108.31	122.00
Amount recognised in Other Comprehensive Income
Components of Actuarial (Gain) / Loss:
Change in Financial Assumptions	(12.74)	60.66
Change in Demographic Assumptions	-	(3.48)
Experience Changes	42.84	23.51
Return on plan assets excluding amounts included in interest income	(0.02)	0.49
Amount recognised in Other Comprehensive Income	30.08	81.18
Insurer Managed Funds	11.24	11.18
vii. Maturity Profile of the Defined Benefit Obligation
1st Following Year (Within next 12 months)	279.42	276.20
2nd Following Year	111.83	98.48
3rd Following Year	182.34	141.56
4th Following Year	126.36	173.97
5th Following Year	99.10	114.23
Sum of Years 6 to 10	414.68	422.57
Sum of Years 11 and above	305.00	302.68

36.5 i. Changes in Present Value of Obligations: Present Value of Obligation at the beginning of the year 1,132.56 1,105.57 Current Service Cost 40.58 40.23 Past Service Cost - - Interest Cost 68.40 82.58 Actuarial (Gain) / Loss due to: - Change in Financial Assumptions (12.74) 60.66 - Change in Demographic Assumptions - (3.48) - Experience Changes 42.84 23.51 Benefits paid (164.42) (176.51) Present Value of Obligation as at the end of the year 1,107.22 1,132.56 ii. Changes in Fair Value of Plan Assets: Fair value of Plan Assets at the beginning of the year 11.18 10.86 Expected return on Plan Assets 0.67 0.81 Contributions by the employer 163.79 176.51 Benefits paid (164.42) (176.51) Return on plan assets excluding amounts included in interest income 0.02 (0.49) Fair value of Plan Assets as at the end of the year 11.24 11.18 iii. The amount recognised in Consolidated Balance Sheet Gross value of Present Obligation at the end of the year 1,107.22 1,132.56 Fair Value of Plan Assets at the end of the year 11.24 11.18 Net Liability / (Asset) recognised in Consolidated Balance Sheet 1,095.98 1,121.38 iv. Amount recognised in the Consolidated Statement of Profit and Loss Current Service Cost 40.58 40.23 Past Service Cost - - Interest Cost 68.40 82.58 Expected return on Plan Assets (0.67) (0.81) Expenses Recognised in the Consolidated Statement of Profit and Loss 108.31 122.00 v. Amount recognised in Other Comprehensive Income Components of Actuarial (Gain) / Loss: Change in Financial Assumptions (12.74) 60.66 Change in Demographic Assumptions - (3.48) Experience Changes 42.84 23.51 Return on plan assets excluding amounts included in interest income (0.02) 0.49 Amount recognised in Other Comprehensive Income 30.08 81.18 vi. Category of Assets Insurer Managed Funds 11.24 11.18 vii. Maturity Profile of the Defined Benefit Obligation 1st Following Year (Within next 12 months) 279.42 276.20 2nd Following Year 111.83 98.48 3rd Following Year 182.34 141.56 4th Following Year 126.36 173.97 5th Following Year 99.10 114.23 Sum of Years 6 to 10 414.68 422.57

Notes forming part of consolidated financial statements

36 Employee benefits

As per Ind AS - 19 - "Employee Benefits", the disclosures of Employee Benefits is given as below:-

36.1 Defined Contribution Plans

The Company's contribution to Provident Fund and Superannuation Fund aggregating to 232.41 lakhs (Previous Year: 239.24 lakhs) has been recognised in the Consolidated Statement of Profit and Loss under the head Employee Benefits Expense. (Refer Note 29)

36.2 Defined Benefit Plan: Gratuity

The benefit is governed by the Payment of Gratuity Act, 1972. The Key features are as under:

Features of the Defined Benefit Plan	Remarks
Benefit offered	15 / 26 × Salary × Duration of Service
Salary Definition	Basic Salary including Dearness Allowance (if any)
Benefit ceiling	Benefit ceiling of ` 20,00,000 was applied
Vesting conditions	5 years of continuous service (Not applicable in case of death / disability)
Benefit eligibility	Upon Death or Resignation / Withdrawal or Retirement
Retirement age	60 years

36.3 The fund is managed by a trust and it is governed by the Board of Trustees. Present strength of trustees is five. The trustees are responsible for the governance of the plan. The day-to-day administration of the scheme is carried out by the trustees. It is the trustee's duty to look after assets on behalf of employees who are entitled to benefit from those assets at future date. Investment of assets of fund is key responsibility of the trustees.

36.4 Risk to the Plan

i. Actuarial Risk:

The plan is subject to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employee in future.

ii. Liquidity Risk:

Employees with high salaries and long durations or those higher in hierarchy, accumulate significant level of benefits. If some of such employees resign / retire from the company there can be strain on the cash flows.

iii. Market Risk:

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. One actuarial assumption that has a material effect is the discount rate. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate / government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.

iv. Legislative Risk:

Legislative risk is the risk of increase in the plan liabilities or reduction in the plan assets due to change in the legislation/regulation. The government may amend the Payment of Gratuity Act thus requiring the companies to pay higher benefits to the employees. This will directly affect the present value of the Defined Benefit Obligation and the same will have to be recognized immediately in the year when any such amendment is effective.

37 Segment Reporting

The Company is engaged primarily into manufacturing of Cement. The Group has only one business segment as identified by the Manangement which includes mainly Cement and Clinker. Segments have been identified taking into account nature of product and differential risk and return of the segment. The business segments are reviewed by the Managing Director of the Group (CODM).

38 Related Party Disclosures

38.1 List of related parties:

• i. Promoter companies together with its subsidiaries and associate companies holding more than 20% of the Equity Share Capital:
• a. Pallor Trading Company Private Limited
• b. The Mehta International Limited
• c. Mehta Private Limited
• d. The Mehta International Mauritius Limited
• e. Mehta Investments Mauritius Limited
• f. Villa Trading Company Private Limited
• g. Galaxy Technologies Private Limited
• h. Mehta Sports Limited
• i. Parsec Enterprises Private Limited (Refer Note 43)
• j. Bhadra Textiles and Trading Private Limited
• k. Omna Enterprises LLP

ii. Key Management Personnel:

• a. Mr. M. N. Mehta Chairman
• b. Mr. Jay Mehta Executive Vice Chairman
• c. Mr. M. S. Gilotra Managing Director
• d. Mr. Hemang D. Mehta Non-Executive Director
• e. Mr. Hemnabh R. Khatau Non-Executive Director
• f. Mr. M. N. Rao Independent Director
• g. Mr. B. P. Deshmukh Independent Director
• h. Mr. K. N. Bhandari Independent Director
• i. Mr. Jayant N. Godbole Independent Director
• j. Mr. Bimal R. Thakkar Independent Director
• k. Mr. Ashwani Kumar Independent Director
• l. Mrs. Bhagyam Ramani Independent Director
• iii. Enterprise having Key Management Personnel in common: Gujarat Sidhee Cement Limited

Notes forming part of consolidated financial statements

	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
viii. Sensitivity Analysis for significant assumptions *
Increase/(Decrease) on present value of defined benefit obligations at
the end of the year
1% increase in discount rate	(41.11)	(43.30)
1% decrease in discount rate	45.67	47.95
1% increase in salary escalation rate	44.31	46.32
1% decrease in salary escalation rate	(40.55)	(42.55)
1% increase in employee turnover rate	3.45	2.74
1% decrease in employee turnover rate	(3.80)	(3.01)
ix. Assumptions
Mortality Table - Indian Assured Life Mortality 2006-08
Discount Rate	6.33%	6.04%
Rate of increase in compensation levels	5.00%	5.00%
Expected Return on Plan Assets	6.33%	6.04%
Attrition Rate
For service 4 years and below	15.00%	15.00%
For service 5 years and above	2.00%	2.00%
x. Weighted average duration of Defined Benefit Obligation	5 years	5 years

xi. The estimate of rate of escalation in salary considered in actuarial valuation, takes into account inflation, seniority, promotion and other relevant factors, including supply and demand in the employment market.

xii. Expected rate of return on Plan Assets is based on expectation of the average long term rate of return expected on investments of the fund during the estimated term of the obligations which is 9 years.

xiii. Asset Liability matching strategy

The money contributed by the Company to the Gratuity fund to finance the liabilities of the plan has to be invested.

The trustees of the plan have outsourced the investment management of the fund to an Insurance Company. The Insurance Company in turn manages these funds as per the mandate provided to them by the trustees and the asset allocation which is within the permissible limits prescribed in the insurance regulations. Due to the restrictions in the type of investments that can be held by the fund, it is not possible to explicitly follow an asset liability matching strategy.

There is no compulsion on the part of the Company to fully prefund the liability of the Plan. The Company's philosophy is to fund these benefits based on its own liquidity.

* The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

39 Capital Management:

The primary objective of Group's Capital Management is to maximize shareholder value without having any adverse impact on interests of other stakeholders. At the same time, group strives to maintain an optimal capital structure to reduce the cost of capital.

For the purpose of the Group's Capital Management, debt includes borrowings and current maturities of long term debt and equity includes issued equity share capital, share premium and all other equity.

The Group monitors capital using Net Debt to Equity ratio which is as under :

Total Debt	2,038.95	2,769.46
Cash and Cash Equivalents and Fixed Deposits with Bank	14,358.52	9,448.41
Net Debt (A)	(12,319.57)	(6,678.95)
Total Equity (B)	52,280.25	45,090.48
Net Debt to Equity Ratio (A/B)	NA	NA

As at	As at
March 31, 2021	March 31, 2020
in lakhs | in lakhs
For the	For the
Year ended	Year ended
March 31, 2021	March 31, 2020
in lakhs | in lakhs

| | | in lakhs | in lakhs |
|----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|------------|
| | 40 Disclosure pursuant to Ind AS 12 on "Income Taxes" | | |
| | 40.1 Income tax expense recognised in the Consolidated Statement of Profit and | | |
| | Loss: | | |
| i | Current Income Tax | | |
| | In respect of current year | 2,897.77 | 1,357.81 |
| | Adjustments in respect of tax of earlier years | 1.99 | 4.92 |
| | Total current income tax | 2,899.76 | 1,362.73 |
| ii | Deferred Tax | | |
| | In respect of current year origination and reversal of temporary difference | 147.74 | 441.80 |
| | In respect of utilisation of B/f MAT credit | - | 278.80 |
| | In respect of MAT credit entitlement of earlier years | (29.84) | - |
| | Total Deferred Tax | 117.90 | 720.60 |
| | Income Tax expense | 3,017.66 | 2,083.33 |
| | 40.2 Income tax charge / (credit) recognised in Other Comprehensive Income:
Deferred Tax | | |
| | In respect of remeasurement gain / (loss) of defined benefit plan | (10.51) | (28.37) |
| | 40.3 Classification of Income tax charge / (credit) recognised in Other
Comprehensive Income:
Income tax charge / (Credit) related to items that will not be reclassified to
profit or loss | (10.51) | (28.37) |

Notes forming part of consolidated financial statements

38.2 Transactions and Balances with related parties:

			For the	For the
			Year ended	Year ended
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
A		Transactions with related parties:
	i.	Compensation paid / payable to Key Management Personnel:
		(Short-term employee benefits)
		a. Mr. Jay Mehta	526.60	404.62
		b. Mr. M. S. Gilotra	408.56	325.17
		As the liability for gratuity are provided on actuarial basis for the
		Company as a whole, the amounts mentioned are exclusive of gratuity.
	ii.	Transactions with Key Management Personnel:
		a. Directors sitting fees	68.40	54.95
		b. Dividend on Equity Shares	0.95	1.66
		iii. Transactions with relatives of Key Management Personnel:
		Dividend on Equity Shares	35.41	61.97
	iv.	Transactions with Promoter Companies:
		Dividend on Equity Shares	327.59	810.21
	v.	Transactions with Gujarat Sidhee Cement Limited
		a. Purchase of goods, materials and stores & spares	1,245.81	58.77
		b. Recovery for services	74.97	154.41
	vi.	Transactions with Mehta Private Limited:
		Rent Paid	68.17	38.64
			As at	As at
			March 31, 2021	March 31, 2020
			in lakhs | in lakhs
B		Outstanding Balances as at the year-end
	i.	Balances with Key Management Personnel:
		a. Remuneration payable to Mr. M S Gilotra	159.42	83.97
		b. Remuneration payable to Mr. Jay M Mehta	212.56	126.29
		c. Travelling Advance to Mr. Jay M Mehta	2.67	-
	ii.	Balance with Gujarat Sidhee Cement Limited
		Amount receivable	28.98	133.24

C Terms and conditions of transactions and balances with related parties

i. The transactions with related parties are made in the normal course of business and on terms equivalent to those that prevail in arm's length transactions.

ii. Outstanding balances at the year end are unsecured and interest free and settlement occurs in cash.

iii. There have been no guarantees provided or received for any related party transaction.

iv. For the year ended March 31, 2021, the Company has not recorded any impairment of receivables relating to amounts owed by related parties.

| | | As at
April 01, 2019
in lakhs | Recognised<br>in Profit<br>and Loss | Recognised<br>in OCI | MAT Credit<br>utilised | As at<br>March 31, 2020<br> in lakhs |
|----|--------------------------------------------------------|---------------------------------------|-------------------------------------|----------------------|------------------------|---------------------------------------|
| a. | Deferred Tax Assets | | | | | |
| | Provision for Impairment | 1,586.85 | 19.80 | - | - | 1,606.65 |
| | Provision for expenses allowable on
cash basis | 896.93 | 34.09 | - | - | 931.02 |
| | Provision for Gratuity & Leave
encashment | 534.10 | (5.05) | 28.37 | - | 557.42 |
| | Unused tax losses - Unabsorbed
Depreciation | 436.84 | (436.84) | - | - | - |
| | MAT Credit Entitlement | 2,848.04 | (278.80) | - | - | 2,569.23 |
| | Lease Liabilities | - | 112.03 | - | - | 112.03 |
| | Others | 13.48 | 4.32 | - | - | 17.80 |
| | | 6,316.24 | (550.45) | 28.37 | - | 5,794.15 |
| b. | Deferred Tax Liabilities | | | | | |
| | Property, Plant and Equipment and
Intangible Assets | 6,127.81 | 70.31 | - | - | 6,198.12 |
| | Right of Use Assets | - | 99.84 | - | - | 99.84 |
| | | 6,127.81 | 170.15 | - | - | 6,297.96 |
| | Deferred Tax Liabilities / (Asset)
(Net) | (188.43) | 720.60 | (28.37) | - | 503.81 |
| | | | | | | |

41 Share Based Payments

41.1 Saurashtra Employee Stock Option Scheme 2017

In the Annual General Meeting held on July 26, 2017, shareholders of the company approved Saurashtra Employee Stock Option Scheme 2017 (ESOS 2017). The Nomination and Remuneration Committee at its meeting held on February 08, 2018 has approved grant of Stock Options under ESOS 2017 to the senior management and executives from middle management for their performance and to motivate them to contribute to the growth and profitability of the company as also to retain them. Each option carries the right to the holder to apply for one equity share of the company at par. The salient features of the Scheme are as below:

i) 33% of Options granted to be vested at 1st anniversary from the date of grant. ii) 33% of Options granted to be vested at 2nd anniversary from the date of grant. iii) 34% of Options granted to be vested at 3rd anniversary from the date of grant.

Particulars	Details
No. of Options	16,33,253
Date of Grant	February 08, 2018
Exercise Price (` per share) 10
Vesting Schedule	Graded Vesting:
Exercise Period	5 years from the date of respective vesting
Fair Value on the date of Grant of Option (` per share)	75.31
Method of Settlement	Equity

Notes forming part of consolidated financial statements

	For the	For the
	Year ended	Year ended
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
40.4 Reconciliation of Income Tax Expense with the accounting profit multiplied by Company's tax rate
Accounting profit before tax	10,246.84	7,733.91
Applicable Tax Rate *	34.944%	34.944%
Computed Tax Expense	3,580.66	2,702.54
Effect of non deductible items	215.60	277.93
Effect of deductible items	(210.62)	(187.50)
Effect of exempt income	-	(7.78)
Effect of Brought forward unused tax losses	-	(434.98)
Effect of deductions under Chapter VI-A	(689.74)	(715.86)
Effect of unused tax losses	1.87	2.26
Adjustment of income tax of earlier year	1.99	4.92
Adjustment of MAT Credit entitlement of earlier years	(29.84)	-
Deferred tax adjustment	147.74	441.80
Tax Expenses recognised in Statement of Profit and Loss	3,017.66	2,083.33
Effective Tax Rate	29.450%	26.938%

* The tax rate used for reconciliation is the corporate tax rate of 34.944% payable by corporate entities in India on taxable profits under Income Tax Act, 1961.

| | | As at
April 01, 2020
in lakhs | Recognised<br>in Profit<br>and Loss | Recognised<br>in OCI | MAT<br>Credit<br>utilised | As at<br>March 31, 2021<br> in lakhs |
|----|--------------------------------------------------------|---------------------------------------|-------------------------------------|----------------------|---------------------------|---------------------------------------|
| | 40.5 Components of Deferred Tax | | | | | |
| a. | Deferred Tax Assets | | | | | |
| | Provision for Impairment | 1,606.65 | - | - | - | 1,606.65 |
| | Provision for expenses allowable on
cash basis | 931.02 | (37.49) | - | - | 893.53 |
| | Provision for Gratuity & Leave
encashment | 557.42 | (1.44) | 10.51 | - | 566.49 |
| | MAT Credit Entitlement | 2,569.23 | 29.84 | - | (1,094.52) | 1,504.55 |
| | Lease Liabilities | 112.03 | (50.55) | - | - | 61.48 |
| | Others | 17.80 | 1.66 | - | - | 19.46 |
| | | 5,794.15 | (57.98) | 10.51 | (1,094.52) | 4,652.16 |
| b. | Deferred Tax Liabilities | | | | | |
| | Property, Plant and Equipment and
Intangible Assets | 6,198.12 | 106.21 | - | - | 6,304.33 |
| | Right of Use Assets | 99.84 | (46.29) | - | - | 53.55 |
| | | 6,297.96 | 59.92 | - | - | 6,357.88 |
| | Deferred Tax Liabilities / (Asset)
(Net) | 503.81 | 117.90 | (10.51) | 1,094.52 | 1,705.72 |

Particulars	Note No.	As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
Financial Liabilities at amortised cost:
Term Loan from Banks (Non-current)	16	462.15	620.29
Borrowings (Current)	19	1,277.75	1,833.47
Trade payables	20	3,696.57	5,460.78
Lease Liabilities	35	166.22	293.50
Other Financial Liabilities	21	2,416.23	4,019.45
Total		8,018.92	12,227.49

Financial Liabilities at amortised cost:
Term Loan from Banks (Non-current)	16	462.15	620.29
Borrowings (Current)	19	1,277.75	1,833.47
Trade payables	20	3,696.57	5,460.78
Lease Liabilities	35	166.22	293.50
Other Financial Liabilities	21	2,416.23	4,019.45
Total		8,018.92	12,227.49

The fair value of Bank Deposits with more than 12 months maturities & earmarked balances and fair value of borrowed funds approximate carrying value as the interest rate of the said instruments are at the prevailing market rate of interest.

The carrying amount of financial assets and financial liabilities (other than borrowed funds) measured at amortised cost in the consolidated financial statements are a reasonable approximation of their fair values since the Group does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

42.2 Fair Value Measurement

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

• i. Receivables are evaluated by the Group based on history of past default as well as individual credit worthiness of the customer. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables, if required.
• ii. The fair value of interest free loans given is estimated by discounting future cash flows using rates currently available for loans with similar terms, credit risk and remaining maturities.
• iii. The fair values of quoted equity instruments are derived from quoted market prices in active markets.

The Group has established the following fair value hierarchy that categorises the values into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

• Level 1 This hierarchy uses quoted (unadjusted) market prices in active markets for identical assets or liabilities.
• Level 2 The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
• Level 3 - If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Financial Assets at fair value through Other Comprehensive Income:
Investments - Level 1	759.15	352.20
Investments - Level 2	1.50	1.50
Total	760.65	353.70

Financial Assets at fair value through Other Comprehensive Income:
Investments - Level 1	759.15	352.20
Investments - Level 2	1.50	1.50
Total	760.65	353.70

There is no transfer between Level 1 and Level 2 during the year.

Notes forming part of consolidated financial statements

41.2 Movement in Options Granted under ESOS 2017

Particulars	As at	Weighted	As at	Weighted
	March 31, 2021	average	March 31, 2020	average
	Nos	exercise price	Nos	exercise price
		per option () | | per option ()
Outstanding at the beginning of the year	1,207,854	10	1,449,527	10
Granted during the year	-		-
Exercised during the year	262,391	10	214,573	10
Forfeited / lapsed during the year	-	10	27,100	10
Outstanding at the end of the year	945,463	10	1,207,854	10
Options exercisable at the end of the year	945,463	10	696,017	10

The weighted average share price during the period of exercise of options was 53.05 per share, Previous Year: 44.19. Weighted average remaining contractual life for the share options outstanding as at March 31, 2021 was 2 years and 1.5 months (Previous Year: 2 years and 9 months)

41.3 Fair Valuation

No options were granted during the year. The fair valuation of option granted during FY 2017-18 have been done by an independent firm on the date of grant using the Black-Scholes Model. Black-Scholes Model takes into account exercise price, the term of the option, the share price at the grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.

The Key assumptions in the Black-Scholes Model for calculating fair value as on the date of grant:

i.	Risk Free Rate	:	7.12% (Vest 1), 7.31% (Vest 2), 7.46% (Vest 3)
ii.	Option Life	:	Average of [Minimum Life (Vesting period) + Maximum Life (Vesting period + Exercise period)], which is 3.50 Years (Vest 1), 4.51 Years (Vest 2), 5.51 Years (Vest 3)
iii.	Expected Volatility *	:	52.89% (Vest 1), 55.72% (Vest 2), 58.15% (Vest 3)
iv.	Dividend Yield	:	1.15%

* Expected volatility on the Company's stock price on Bombay Stock Exchange based on the data commensurate with the expected life of the option upto the date of grant.

41.4 Expenses arising from equity-settled share-based payments to employees debited to the Consolidated Statement of Profit and Loss is 109.76 lakhs (Previous Year: 288.79 lakhs).

42 Disclosure on Financial Instruments

42.1 Classification of Financial Assets and Liabilities

Particulars	Note No.	As at	As at
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
Financial Assets at amortised cost:
Trade Receivables	8	2,901.84	3,435.17
Loans	4 and 11	113.43	144.08
Cash and Bank Balances	9 and 10	18,805.98	10,246.90
Other Financial Assets	5 and 12	314.20	245.55
Financial Assets at fair value through Other Comprehensive
Income:
Investments	3	760.65	353.70
Total		22,896.10	14,425.40

Foreign currency sensitivity on unhedged exposure:

Since the exposure is not significant, 1% increase in foreign exchange rates will have negligible impact on profit before tax.

Interest Rate Risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates to i) overdraft facility against fixed deposits and ii) Cash Credit. The Company doesn't have foreign currency borrowings. The company parks surplus funds in fixed deposits and avails overdraft facility against same to meet temporary fund requirement. The interest rate on overdraft facility is linked with interest rate on fixed deposit. Any adverse movement in interest rate will not affect profit before tax since the same will be offset by interest income earned on corresponding fixed deposit. Hence the interest rate risk is self mitigated in the case of overdraft facility. The Cash Credit facility has floating interest rate.

Interest rate exposure:

Interest rate exposure is in respect of Cash Credit. Amount outstanding as at March 31, 2021 is 999.98 lakhs, Previous Year: Nil.

There is no significant interest rate risk in respect of overdraft facility against fixed deposits as the same has fixed margin over the interest rates of fixed deposits.

Interest rate sensitivity for unhedged exposure:

1% increase / decrease in interest rate will impact Profit before tax by ` 10 lakhs p.a.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period.

Commodity Price Risk:

Commodity price risk arises due to fluctuation in prices of coal, pet coke and other products. The company has a risk management framework aimed at prudently managing the risk arising from the volatility in commodity prices and freight costs.

Credit Risk Management:

Credit risk arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its investing activities mainly deposits with banks and foreign exchange transactions. The Company has no significant concentration of credit risk with any counterparty.

Trade Receivables:

Customer credit is managed as per Company's established policy procedures and control related to customer credit risk management. The Company has credit evaluation policy for each customer and based on the evaluation maximum exposure limit of each customer is defined. Wherever the Company assesses the credit risk as high the exposure is backed by either bank guarantee / letter of credit or security deposits.

Export sales is mainly against advance payment or letter of credit.

Generally deposits are taken from domestic debtors. Apart from deposit, there is a third party agent area wise. In case any customer defaults, the amount is first recovered from third party agent, then from the agent's commission. Each outstanding customer receivable is regularly monitored and if outstanding is above due date, further sales orders are controlled and can only be fulfilled if there is a proper justification. The Company does not have higher concentration of credit risks to a single customer.

Total Trade receivable as at March 31, 2021 is 2,915.58 lakhs, Previous Year: 3,448.91 lakhs.

Notes forming part of consolidated financial statements

42.3 Financial Risk Management Framework: Company: Saurashtra Cement Limited

The Company's principal financial liabilities comprises of borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the company's operations. The Company's principal financial assets comprises of trade and other receivables, cash and cash equivalents and bank balances other than cash and cash equivalents that are derived directly from its operations.

The Company's activities exposes it to market risk, credit risk and liquidity risk. Company's overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the company. The Company's senior management oversees the management of these risks. They provide assurance that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the company's policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

The sources of risks which the company is exposed to and their management is given below:

Risk	Exposure Arising From	Measurement	Management
Credit Risk	Trade Receivables, Loans	Ageing Analysis,	Credit limit and credt worthiness
		Credit Rating	monitoring, Criteria based
			approval process
	Liquidity Risk Borrowings and Other Liabilities	Cash flow forecasts	Adequate unused credit facilities
			and sufficient Bank FDRs
Foreign	Committed commercial	There are no major	Foreign exchange transaction are in
Exchange Risk	transaction, Financial asset and	foreign exchange	the nature of current payment and
	Liabilities not denominated in INR	transactions	effected at current exchange rate.
Commodity	Movement in prices of commodities	Sensitivity Analysis,	Orders are placed based on the best
Price Risk	mainly Imported Steam Coal	Commodity price	price quoted by parties.
		tracking

Market Risk:

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of three types of risks – interest rate risk, foreign exchange risk and commodity price risk in a fluctuating market environment. Financial instrument affected by market risks includes foreign currency receivables and payables.

The Company has designed risk management frame work to control various risks effectively to achieve the business objectives. This includes identification of risk, its assessment, control and monitoring at timely intervals.

Foreign Exchange Risk:

Foreign exchange risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the import of fuels, raw materials and spare parts, capital expenditure and export of cement.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures.

As at
March 31, 2020
` in lakhs
-
1.54
-

43 Additional information pursuant to Schedule III to the Companies Act, 2013 for the year ended March 31, 2021:

Name of the entity in the Group	Net Assets, i.e., total assets minus total liabilities		Share in Profit or (Loss)		Share in Other Comprehensive Income		Share in Total Comprehensive Income
					(OCI)		(TCI)
	As % of	in lacs | As % of | in lacs	As % of	in lacs | As % of | in lacs
	Consolidated		Consolidated		Consolidated		Consolidated
	Net Assets		Profit or (Loss)		OCI		TCI
1	2	3	4	5	6	7	8	9
Parent :
Saurashtra Cement		99.94% 52,250.42	100.12%	7,238.13	100.00%	387.38	100.12%	7,625.51
Limited
Subsidiary (Indian):
1 Agrima	0.06%	29.83	-0.12%	(8.95)	-	-	-0.12%	(8.95)
Consultants
International
Limited
Non controlling	-	-	-	-	-	-	-	-
interest
Total		100.00% 52,280.25	100.00%	7,229.18	100.00%	387.38	100.00%	7,616.56

44 Amalgamation of a promoter company

The Board of Directors of the Company had approved a scheme of amalgamation (the Scheme) of one of the promoter companies namely Parsec Enterprises Private Limited (PEPL) with the Company at its meeting held on May 18, 2020. The Scheme has been approved by National Company Law Tribunal (NCLT) vide its order dated April 26, 2021. The Scheme is effective from the Appointed Date of April 01, 2020, which is deemed to be the acquisition date for purpose of Ind AS 103 – Business Combinations.

• A The amalgamation will result in the promoter group of the PEPL directly holding shares in the Company, which will lead to simplification of the shareholding structure and reduction of shareholding tiers of the Company.
• B The Company has accounted for the amalgamation in its books of accounts with effect from the appointed date as per the "Acquisition Method", as prescribed in Indian Accounting Standard (Ind AS) 103: "Business Combinations" specified under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013 ('the Act') as applicable.

No consideration has been paid by the Company for acquisition of PEPL.

The fair value of assets and liabilities recognised at the date of acquisition are as follows:

Current Assets	` in lakhs
Deposit with Government / Statutory Authority	0.25
Balance with Bank	417.58
Balances with Statutory / Government Authorities	0.21
Current Liabilities
Liabilities for expenses	0.56
Net Assets	417.48

Notes forming part of consolidated financial statements

In view of above credit policy and considering past history of insignificant bad debts, instead of recognising allowance for expected credit loss based on provision matrix, which uses an estimated default rate, the Company makes provision for impairment based on specific identification. The Company will reassess the model periodically and make the necessary adjustments for loss allowance, if required. The movement in provision for impairment is as below:

Particulars	As at	As at
	March 31, 2021	March 31, 2020
	in lakhs | in lakhs
Opening Provision	13.74	14.13
Add: Provided during the year	-	-
Less: Utilised / written back during the year	-	0.39
Closing Provision	13.74	13.74

Cash and Cash Equivalent and Bank Deposit:

Credit Risk on cash and cash equivalent, deposits with the banks is generally low as the said deposits have been made with the banks who have been assigned high credit rating by international and domestic rating agencies.

Subsidiary: Agrima Consultants International Ltd.

The Subsidiary Company's source of revenue is rental income which is not exposed to any kind of the market risk or credit risk since the same is derived from its Holding Company and one other company in which Key Management Personnel of Holding Company is common.

Group

Liquidity Risk:

Liquidity risk is defined as the risk that the Group will not be able to settle or meet its obligations on time or at reasonable price. The Group manages liquidity risk by continuously monitoring forecast and actual cash flows on daily, monthly and yearly basis. Loan arrangements, credit limits with various banks including working capital and monitoring of operational and working capital issues are always kept in mind for better liquidity management. In addition, processes and policies related to such risks are overseen by senior management.

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments.

				` in lakhs
As at March 31, 2021	Less than	1 to 5 years	More than 5	Total
	1 year / On		years
	demand
Borrowings (including current maturities of long-term	1,576.80	462.15	-	2,038.95
debts)
Trade payables	3,696.57	-	-	3,696.57
Lease Liabilities	129.62	46.31	-	175.93
Other financial liabilities	2,117.18	-	-	2,117.18
As at March 31, 2020	Less than 1	1 to 5 years	More than 5	Total
	year / On		years
	demand
Borrowings (including current maturities of long-term	2,149.17	620.29	-	2,769.46
debts)
Trade payables	5,460.78	-	-	5,460.78
Lease Liabilities	148.96	171.65	-	320.61
Other financial liabilities	3,703.75	-	-	3,703.75

going concern, including its manufacturing facilities, licenses & permissions, various brands in India and overseas, Trademarks and associated IPR, distribution and supply chain network, etc. on fulfilment of certain conditions.

As of the date of adoption of consolidated financial statements by the Board of Directors, the Company is in the process of finalising the accounting for acquisition of the Paint Business, including allocation of purchase consideration.

• 46 The Group has considered the possible effects that may result from COVID-19 in the preparation of these consolidated financial statements including the recoverability of carrying amount of property, plant and equipment, receivables, inventories and other assets. For assessing the impact, the Group has taken into account the external and internal sources of information and it expects that the carrying amount of these assets will be recovered.
• 47 The Central Government has passed the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The draft rules under the said code have also been released for inviting suggestions from the stakeholders. The effective date from which the code and rules will be applicable is yet to be notified. The Company will assess the impact and its valuation and will give appropriate impact in its consolidated financial statements in the period in which the Code becomes effective and the related rules to determine the financial impact are notified.

		For the	For the
		Year ended	Year ended
		March 31, 2021	March 31, 2020
		in lakhs | in lakhs
48 Earnings Per Share
Basic earnings per share
Net Profit for the year		7,229.18	5,650.58
	Weighted average number of equity shares outstanding	69,657,993	69,439,368
Basic earnings per share (in `)		10.38	8.14
Diluted earnings per share
Net Profit for the year		7,229.18	5,650.58
	Weighted average number of equity shares outstanding	69,657,993	69,439,368
	Add: Weighted average number of potential equity shares on account of outstanding Employee Stock Options	806,324	387,406
	Weighted average number of equity shares outstanding for diluted EPS	70,464,317	69,826,774
Diluted earnings per share (in `)		10.26	8.09

49 Previous year figures have been recasted / restated where necessary.

As per our Report of even date attached	For and on Behalf of the Board of Directors
For MANUBHAI & SHAH & LLP	Jay Mehta	Executive Vice Chairman
Chartered Accountants	M. N. Rao	Director
Firm Registration No. 106041W / W100136	M. S. Gilotra	Managing Director
	Rakesh Mehta	Chief Financial Officer
K C Patel	Sonali Sanas	Sr. Vice President (Legal) & Company Secretary
Partner
Membership No. 30083
Ahmedabad, Dated May 29, 2021		Mumbai, Dated May 29, 2021

Notes forming part of consolidated financial statements

The amount of net assets taken over has been attributed to non-controlling interest (Shareholders of PEPL). There is no Goodwill or Capital Reserve arising on the transaction.

During the pendency of the Scheme, the Board of Directors of PEPL have declared dividend to its shareholders amounting to ` 407.22 lakhs. The same was paid by PEPL and accordingly adjusted against the amount of non-controlling interest.

C Revenue and Loss of PEPL included in the Consolidated Statement of Profit and Loss for the year ended March 31, 2021:

			` in lakhs
Revenue from operations			-
Total Expenses			15.50
Loss after Tax			15.50

Out of above expenses, acquisition related costs are ` 14.91 lakhs. The same has been recognised in the Consolidated Statement of Profit and Loss as below:

Nature of Expenses	` in lakhs
Legal & Professional Fees	7.78
Advertisement Expenses	1.03
Travelling Expenses	0.59
Audit Fees - In Other Capacity	0.80
Misc. Expenses	4.71
	14.91

D As per the Scheme, effective April 01, 2020, the shares of the Company held by PEPL will be cancelled and equivalent number of new shares of the Company will be issued to the shareholders of PEPL in proportion to their holding in PEPL. Considering this, details of shares held by shareholders holding more than 5% of the aggregate shares in the Company as at March 31, 2021 are as below:

	Numbers	%
Villa Trading Company Private Limited	13,658,167	19.56%
Omna Enterprises LLP	10,522,431	15.07%
Mehta Investments Mauritius Limited	20,190,939	28.92%

The cancellation of shares held by PEPL and issuance of shares of the Company to the shareholders of PEPL is under process.

E During the pendency of the Scheme, the Board of Directors of the Company at its meeting held on February 02, 2021 declared an interim dividend of 1 per equity share. The Company paid the dividend to its shareholders including PEPL who was holding 1,35,38,370 equity shares. The Company paid dividend of 1,35,38,370 to PEPL.

After approval of the Scheme from the Appointed date of April 01, 2020, the assets, liabilities, income and expenses of PEPL for FY 2020-21 are merged in the Company and therefore, the amount of dividend has come back in the accounts of the Company. Consequently, dividend amount paid to PEPL has been reduced from the amount of dividend in the books of account of the Company.

45 Acquisition of Paint Business

The Board of Directors of the Company at its meeting held on March 30, 2021 approved a proposal for acquisition of the Paint Business of M/s Snowcem Paints Private Limited ("the seller").

In this regard, the Company has executed Definitive Agreement on April 07, 2021 for purchase of business undertaking of the Paint Business of the seller for a total consideration of ` 54.11 crores on slump sale basis and as a

Form AOC-I

(Pursuant to first proviso to sub-section (3) of section 129 of the Companies Act, 2013 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiary

(` in Lakhs)

Sl. No.	1
Name of the Subsidiary Company	Agrima Consultants International Limited
Share Capital	40.41
Other Equity	(170.82)
Total Assets	30.65
Total Liabilities	161.06
Investments	0.25
Turnover	24.32
Profit / (Loss) before taxation	(8.98)
Provision for taxation	-
Profit / (Loss) after taxation	(8.98)
Proposed Dividend	-
% of shareholding	100%

For and on Behalf of the Board of Directors

Executive Vice Chairman
Director
Managing Director
Chief Financial Officer
Sr. Vice President (Legal) & Company Secretary

Mumbai, Dated May 29, 2021